Research On The Typology Of Shareholder Profit Distribution Claim Dispute Case

Dividend income is an important part of shareholders' investment income,and it is one of the important contents of shareholders' rights and interests.Practice,using the shareholders' limited liability company,discuss items of profit distribution,formation of profit distribution resolution methods such as corporate profits retained in the company,lead to shareholder profit distribution obstacles,the right to violate the interests of minority shareholders.Integration in nearly a decade of shareholder profit allocation right disputes,the court in handling such cases mainly has the following three controversial focus:undistributed profit to the company whether the former shareholders enjoy the distribution right of claim;How to deal with abstract profit distribution claim;Whether the shareholder agreement can be used as a basis for distributing the company's profits.First of all,the current company law for profit distribution problems for the former shareholders did not make clear a regulation,the court in dealing with the general,starting from the legal effect of equity transfer for the effectiveness of the equity transfer the equity transfer contract signed by both sides to review,finally based on the principle of equity transfer or ownership and creditor's rights and the principle of separating decision;Secondly,for the abstract for profit distribution problem,the court according to the provisions on the profit distribution in the current company law,and respect the autonomy of company,before the shareholders' efficient allocation decisions,little to support the plaintiff requests the aspirations of corporate profits.Despite the latest of the supreme people's court on some issues of applicable company law of the People's Republic of China(4)rules"litigation support ahead of shareholders forced distribution company profits,but because of the difficulty is bigger,so the shareholder win rate is low;Finally,the shareholders agreement will as corporate profits distribution according to the problems,the current judicial practice,the court for the handling of the problem is more flexible,under normal circumstances should strictly follow the company law provisions on profit distribution company,negative shareholder agreement has instead of the effectiveness of the shareholders' committee resolution,but if its self-discipline mechanism failure,to avoid the company deadlock,acknowledged the profit distribution agreement signed before all the shareholders.In conclusion,return to shareholders profit allocation right protection system in our country,the capital majority principle and judicial should fully respect the company autonomy under the situation of perfecting this system,according to the contract for the company profit distribution system of legal arrangement,especially should attach great importance to the role of the company's articles of association.In addition,the assignor must pay attention to the risk prevention and control in the equity transfer,once the profit distribution problems that cannot be settled through negotiation,the need to request the judicial intervention,the parties shall have the corresponding lawsuit request.