On Perfection Of Anonymous Shareholder Qualification And Responsibility System

Cain shareholder is pointing to a limited liability company, but the actual subscribed investment company's shareholders or the industry and commerce registration of the shareholders that investors for others. Based on the problem of dormant shareholders qualification cognizance, responsibility system, mainly from the following three aspects:The first chapter of the problem of dormant shareholders by implication, causes and significance of legal protection, explicitly pointed out that the problem of dormant shareholders is pointing to a limited liability company, but the actual subscribed investment company's shareholders or the industry and commerce registration of the shareholders that investors for others. Compared with the actuality of shareholders, the problem of dormant shareholders have three characteristics: actual contribution to the company or subscribed investment behavior, The investment in the company shareholders or the industry and commerce registration of the shareholders that for others, Actually enjoy all or part of the shareholder's rights. According to different criteria, the problem of dormant shareholders can be divided into different types. Basically has: totally hidden shareholder and not completely hidden shareholder, the problem of dormant shareholders agreements and the problem of dormant shareholders agreements, and the problem of dormant shareholders by Cain shareholder. Implicit and explicit shareholder of shareholders' general agency relationship between exist, in some cases, the trust relationship may exist hidden shareholder and actual control exist obvious differences. Hidden from a shareholding of partnership, hidden secret of shareholding phenomenon causes include evade laws and policies and other reasons. In reality and the problem of dormant shareholders phenomenon of disputes, the problem of dormant shareholders obtain highlighted legal protection not only has important theoretical significance and has the important practical significance.The second chapter to hidden by a qualified shareholders, the responsibility system, combining the current judicial practice about the problem of dormant shareholders qualification in essence, forms, compromise, three of the core essence of view, said to the actual investment subscribed investment or who have the qualification of shareholders, regardless of company registration in commerce shows why people, That is, the standard form of industry and commerce registration in the company of such documents show the shareholders for the shareholders of a company, the problem of dormant shareholders don't have the status of the shareholder, Compromise is the distinguishing basis that are hidden shareholder has to shareholders. Then was hidden shareholder qualification should follow the principle of keeping balance of interests, maintain stable principle, protect a bona fide person principle, differentiate principle, the principle of legal sanctions circumvent relevant analysis, and continental law system country about the problem of dormant shareholders qualification system, the problem of dormant shareholders countries of Anglo-American law system of qualification in China, mainly rules of law is hidden shareholder qualification and accountability system analysis, and reveals the existing problems.The third chapter is about shareholder qualification, the responsibility system, the problem of dormant shareholders qualification, the responsibility system analysis of existing problems, and puts forward some Suggestions with. Cain shareholder shall insist on qualification theory on the basis of compromise said, the development of judicial practice to explore more certain standards. In the difference between internal and external legal relationship, under the premise of "double standards, and different". In the external legal relation involved the problem of dormant shareholders qualification, should insist on substantial evidence is formal evidence, the articles of association of the company shall prevail, Only in the interior of the legal relationship in the problem of dormant shareholders qualification tangible evidence, we should persist in form is applicable to evidence, shareholder invested and its rights shall prevail. On this basis, the problem of dormant shareholders shall be defined responsibility, the problem of dormant shareholders and the difference between explicit shareholder agent, the trust relationship between company and legal relationship, whether the problem of dormant shareholders, and the other shareholders have knowingly for factors such as, in order to evade laws and policies of the legal consequences of shareholding behavior problems such as the problem of dormant shareholders perfect system of responsibility.