Analysis Of Legal Issues In Dormant Equity Contribution

Dormant equity contribution has become prevalent in our company legal affairs. On one hand, the principal of autonomy of the will in Civil Law requires civil acts not to be restrained by laws which have not yet cover. On the other hand, the principals in Commercial Law require transparentness and openness when running company. What the court should do during this contradiction? This thesis based on dormant equity contribution, summed up and analyzed cases about dormant equity contribution in Lawyee, gave some countermeasure suggestions based on the analysis of the problem.There are three parts in the thesis: the introduction, the main body which is structured by four chapters, and the conclusion.The introduction part states the reason why choose this subject, then raised the research method and thinking through the discussion on the current situation of dormant equity.The first chapter was the connotation and legal current status of the dormant shareholder. It reached the identification of the dormant equity from the analysis of the meaning of the dormant shareholder. It further reached the connotation of the dormant shareholder through the comparisons among the dormant shareholder, the actual contributor, the nominal shareholder and the allonym shareholder. It given some clear legislation orientation suggestions and advances the urgency and necessity of legislation on the dormant shareholder through the list of relevant regulation.The second chapter categorized the dormant contribution into the dormant contribution for evasion of law and the dormant contribution of no evasion of law, based on the summary, through the disputes over the dormant shareholder in legal affairs from the Lawyee. Then, the thesis divided the dormant contribution for evasion of law into the dormant contribution by social servants, the dormant contribution by foreign investors and the dormant contribution of policy according to the collected materials. The thesis also analyzed reasons of the appearance of the above different kinds of dormant contribution based, on the summary of the various cases.The third chapter differentiated the three main forms of the dormant contribution and the dormant contribution of no evasion of law into four sections on the base of the chapter two. The researcher also gave a favorable opinion on the criterion of various dormant contribution forms.The chapter four concluded the main characteristics of the dormant shareholder containing the main form of money contribution, the informality of the contract and the purpose of the dormant contribution from the summary of the above cases empirical survey and analysis. In this regard, researcher tried to offer a cleared explanation to the scope of the rights and obligations of the dormant shareholder through the relationship of the dormant shareholder, reveal shareholders, the company and the third party. At last, the author put forward countermeasure suggestions on the problems of the evident effect of the qualificatory certification of the dormant shareholder, the problems of the improvement of the indoor company management, the problems of the disclosure of the dormant shareholder, the problems of the social servants'contribution and the problems of the invalidity of the dormant contribution agreement.In the end, the author retrospected and concluded the writing of this thesis briefly.