Research On The Legal Issues Of Dormant Shockholder

Since the end of70’s of last century, reforms and opening policies of China has maderemarkable progresses and gained splendid achievements in the economic field, people’sliving standard has been continuously improved. The enterprises of our country have beentransformed the singly state-owned at the beginning of the reform and opening to thecoexistence of multiple ownership nowadays. Each of all walks of life has presentativecompanies. Limited liability company is the vital part of corporation, which has made agreat contribution in solving the employment, increasing social wealth and improvingliving standards. Limited liability company has been continuously improved after severaldecades, the matched Laws and regulations are also continually completing andperfecting.Although the economic construction of China has been achieving a remarkableachievement, there are still some gaps compared with foreign counterpart. Considerableprogress has been achieved in “Company Law of the People’s Republic of China”(It isreferred to as “Company Law”) since experiencing amendment, but there is still room forimprovement as it is satisfactory and has lots of faultiness. For example, more and moreChinese people become shareholders in the form of investing limited liability company,but in the Company Law so far have not a definite conclusion about the concept ofshareholder, not to mention the peculiar form of investors. In last years, the number oflawsuits concerning identification of stockholders and dividend distribution is soaring, andthe case that made different judgment in the same situations isn’t uncommon. In order tobetter guide the work of district courts, the Supreme People’s Court (SPC) hascontinuously introduced judicial interpretations to implement. Provisions of the SupremePeople’s Court on Certain Issues Concerning the Application of the “Company Law of thePeople’s Republic of China(Ⅲ)” in2011(It is referred to as “judicial interpretation ofCompany Law（Ⅲ）”) accounts the methods of processing the common disputes over‘actual investor’ in detail in the form of special articles from25thto27thand directlypushes dormant stockholder in half hidden state to the public.Under the background of time like this, this essay taking dormant stockholder as the research subject, first introduces the concept of dormant stockholder, and then presents thecurrent research situation in our country. After that, the author expresses his own insightsthrough studying the provisions of judicial interpretation of Company Law（Ⅲ）. In theend, author’s proposal is brought forward, which holds that issues can be fundamentallysolved only by legislation. Based on that, a few suggestions are provided in the hope ofmaking my pygmy contribution in further improving company law.