论有限公司股东的股权继承与股东资格继承

我国《公司法》第76条的规定应该解释为对死亡股东继承人股东资格的取得而设。可以认为,自然人股东死亡后,若公司章程没有相反的规定,其继承人或继承人的代理人可以马上向公司申请办理股东变更手续。为此,我国公司立法应该进一步明确公司有义务在合理的时间内办理股东变更手续,否则推定继承人取得股东资格。

The Succession of Shares Shareholder's Status of Shareholders in Limited Company

Article 76 of Company Law of China should be interpreted as a rule for the acquirement of shareholder's status for a successor when a shareholder is dead.It can be reckon that if there is no contradictory regulation,the successor or his agent can immediately apply for the procedure to change the shareholder when a shareholder(natural person) dies.To realize this,company legislation in China should further make sure that companies have the obligation to operate the procedure to change shareholders during reasonable time,otherwise,the successor is supposed to acquire the status of shareholder.