Research On Legal Issues Of Dormant Shareholder Identification

Shareholders are the company’s most important role, as a shareholder in a dispute relating to the company is the most basic que stions. Shareholder eligibility have essentially requires investment, formal needs registration. A qualified shareholder, the two should meet, but the dormant shareholder leads to the above characteristics of separation and causes many problems about dorma nt shareholder identification.This paper consists of preface, body, conclusion, of which the body is divided into the following four parts:The first chapter gave a summary introduction of dormant shareholders. Firstly, this chapter defined the concept o f dormant shareholder, then reveals the characteristics of dormant shareholders. Through comparison on related concepts, it makes clearly the scope of this writing. Secondly it analyzed the dormant shareholders causes, which are classified as circumvent la w and non circumvention law.The second chapter discusses the status quo of dormant shareholder identity and existing problems. The first is to present the legislative and judicial status, including "company law" 、 "company law judicial interpretation(III)" and some typical cases, through which, it leads to the existing legal problems of shareholder identity confirmation. Lack of standards of dormant shareholders identification and vague in the registration of dormant shareholders are the main problems.The third chapter describes some of the extraterritorial provisions concerning the issue of dormant shareholders, mainly introduces some Anglo-American legal system as well as Japan and South Korea, then draws on the basis of comparative analysis. First of all, dormant shareholders are not clear shareholders, of course, do not enjoy the rights of shareholders. Secondly, in t he hidden shareholders standard identification, this chapter abandons the traditional "dual said," and "correction said" in instead, that is, the "form says" should be as the principle in the identification of dormant shareholder, the "essence said " is an exception.The fourth chapter introduces some Judicial suggestions about shareholder identification Laws. This paper argues that the identity of the dormant shareholders of judicial confirmation in the entity should at least meet the following conditions: actual investment, the existence of a legal agreement on behalf of the shareholders, agreement more than half of the other shareholders; as well as the procedure shall protect the company’s other shareholders litigation rights, and strictly limits the third person and creditors to participate the dormant shareholder lawsuit in identification.