Research On Legal Issues Of Stock Ownership In Chinese Limited Liability Companies

Equity entrustment,also known as anonymous investment or entrusted shareholding.In the current commercial activities,equity entrustment behavior has become common,the investment subject based on a variety of factors,such as the protection of personal privacy,control costs and related transactions.To be sure,equity entrustment can absorb the idle investment funds of the society,contribute to the development and growth of the company,and play a positive role in social stability.But equity generation followed the disputes rising year by year,combined with the generation of the related legal system is not perfect,factors such as investment market is not mature,some investors with equity generation hold to circumvent the law policy,finally damage the company and other shareholders and the interests of creditors and cause to the reverse of the system of value pursuit.The Supreme People’s Court on January 27,2011,released on the applicable <company law of the People’s Republic of China > the regulation of several issues(three)"(hereinafter referred to as:" the company law to explain three ")of a limited liability company equity generation to do the corresponding regulation,mainly dealing with the court has exposed the urgent problems in the judicial practice in response,the scope of the limited,related regulations lag and too simple,it still cannot meet the demand of the practice of the complex.For example,the legal nature and effectiveness of equity entrustment,and the qualification determination of anonymous shareholders are still unclear.Due to the lack of perfect legal provisions,the equity proxy disputes in judicial practice can not be fully resolved effectively.Based on equity generation are the foundation of legal theory,this paper based on the practice of China to analyze the causes of generation of equity holding,comb on equity generation in our country legislation present situation and the existence of legal issues,key research equity generation hold legal nature and dormant shareholder qualification,and combined with outside better way carries on the analysis of countries and regions,and then puts forward the corresponding legislative proposals to regulate.This paper mainly from the following parts to illustrate the argument.The first part of equity entrustment overview.This paper mainly introduces the basic concept,characteristics and types of equity entrustment,and analyzes the causes of the formation of equity entrustment on the basis of practice in our country,which mainly include the avoidance of laws and regulations and the normal entrustment.The second part is the present situation of legislation on equity proxy in China and its extraterritorial provisions.To sort out the legislative status of equity proxy in China and the legislative provisions of equity proxy outside China.The third part is the legal nature and effect of equity entrustment.Mainly analyzes the pure with equity trust system,agent system,the partnership and the system of creditor’s rights debt to build equity generation,should be based on appropriate breakthrough of contract relativity,through the generation of equity holding in the company law regulations and allows the dormant shareholders to meet certain conditions,can make shareholders’ identity,the agreement on the basis of equity generation generation of equity holding legal relationship in order to achieve effective role in company law.The fourth part of equity proxy shareholder qualification.After analyzing the company shareholders entitled to legal way and evidence requirements,which leads to the three mainstream theories of dormant shareholders qualification,based on theory of evaluation,put forward in this paper,about the reason of dormant shareholders qualification,and then mainly discusses specific applicable rules of dormant shareholders qualification,especially of the specific conditions of dormant shareholders qualification.The fifth part is the legislative regulation of equity entrustment.This paper mainly makes a comparative study on the handling principle of equity entrustment by judicial departments in China and the provisions on equity entrustment in developed countries in Europe and the United States,and puts forward some Suggestions on how to define the provisions on equity entrustment in the company law.Legislative normative thinking: from the construction of equity entrustment contract system,the confirmation of the qualification of shareholders in equity entrustment,differentiated recognition of the legitimacy of the existence of equity entrustment to standardize,and strive to better solve the equity entrustment disputes in practice.