Research On Legal Issues Of Financing On Behalf Of Shareholding Agreements

The relationship between the financing of the generation shareholding agreement and the dormant investment is like the two sides of a coin,the dormant investment is from the angle of the investor,and the financing of the generation shareholding agreement is from the angle of the financier.The way of dormant investment can be generally divided into two categories: one is the dormant shareholders buy shares from the company,the other is dormant shareholders to buy shares transferred by other shareholders.Of course,a similar distinction can also be made in the financing of the generation shareholding agreement.But the first way involves the cumbersome procedures.The article 24,25,26 of judicial interpretation of the Company Law(III)affirms the effectiveness of the generation shareholding agreement,and initially adjusts the legal relations between the dormant shareholders and the company,the dormant shareholders and the nominal shareholders,the dormant shareholders and the other shareholders of the company,the dormant shareholders and the third party.From the article 24,25,26 can be seen,the legislators were still secretive and undecided for the dispute of the shareholder qualification of the dormant shareholders and the nominal shareholders.With the more and more extensive using in the generation shareholding agreement,the agreement is also used in the field of financing.In judicial practice,how to apply laws to interpret the generation shareholding agreement can using the trust system or the entrustment system.For the financing of the generation shareholding agreement usually consists of three parts: the share transfer clauses,the shareholding clauses,and the share repurchase clauses.These three clauses have certain legal risks in the background of the financing of generation shareholding agreement,the particularity of the purpose in the financing of generation shareholding agreement make the legal risk to be interpreted by different ways.Judicial interpretation of the Company Law(III)has contradictions and shortcomings on the provisions of the generation shareholding agreement.The solution is maintaining the rationality of the existing system,and further increasing the new regulations,which is specific in the third chapter.