A Study On The Legal Protection Of The Actual Investors’ Rights And Interests In Ownership Holding

In the current practice of the company,there are a large number of special phenomenon of share-holding entrustment and a series of disputes have been triggered.Although the "Supreme People’s Court Provisions on Several Issues Concerning the Application of the "Company Law of the People’s Republic of China"(Ⅲ)"(Hereinafter referred to as "Judicial Interpretation Ⅲ")provided relevant regulations on issues related to the entrustment of share-holdings,through the analysis of a large number of judicial cases,there are still many problems share-holding entrustment,such as the qualification of shareholders,shareholders’ equity,the legal nature of shareholding agreement.There are ambiguities,causing the phenomenon of "different judgments in the same case" in judicial decisions.So,this article starts with the protection of the actual investor’s rights and interests,and puts forward corresponding suggestions and measures,through the analysis of the qualifications of the actual investor’s shareholder and the protection of the rights and interests.This article is divided into three parts:The first part is the basic issues involved in the protection of the actual investor’s rights and interests,briefly analyzing the relationship between the various entities in share-holding entrustment,and through the analysis of relevant cases to illustrate the actual investor in the practice of risk.The second part starts with the related doctrine of shareholder qualification the analysis shows that the thesis agrees with the compromise theory,but thinks that the determination of the qualifications of the actual shareholders should be based on the existing legal provisions in combination with other factors.Using equity dichotomy theory to analyze ownership of property rights and personal rights in equity holdings,we believe that property rights in equity should be owned by the actual investor,while personal rights should be owned by nominal shareholders.If the actual investor participates in the management of the company,the determination of the qualification of the shareholder should be considered in conjunction with the opinions of other shareholders.From the legal nature of the share-holding entrustment agreement,the thesis analyzes the basis of the protection of the actual investor’s rights and interests.The thesis believes that the equity trust system holds natural similarities with the equity holders.Compared with other rules,it has its own advantages.So it is considered that the establishment of an equity trust system is a good measure to protect the rights and interests of the actual investor.The third part is mainly making suggestions of the protection of the actual investor’s rights and interests.First of all,it is necessary to improve the existing system in China,distinguish the effectiveness of the shareholding holding agreement,standardize the identification of shareholder qualifications,and establish a prior warning system;Second,starting from the legal relationship of trust,through the analysis of the three elements of the subject,object,and content,the equity is included in the scope of the trust property,and the equity trust system is established;Finally,proposals are made for actual investors to enhance risk prevention.