盖公司分立,系将被分立公司主要或者全部的营业或资产,移转给承受公司继受,以此作为换取承受公司发行新股之对价,惟当承受公司之股份尚不具备在股票市场流通之客观价值下,对被分立公司股东的权益也将因公司资产的移出而稀释;尤有甚者,公司分立制度的运用,大都是规模庞大的企业, The division of a captive company is the transfer of the business or assets of the major or all of the company to be inherited by the company as a consideration for the issue of new shares by the company provided that the shares of the company to be undertaken do not yet have the circulation in the stock market Under the objective value, the rights and interests of the shareholders of the company being split will also be diluted due to the removal of the assets of the company. In particular, the use of the company’s separation system is mostly a large-scale enterprise,