Research On Confirmation The Title Of Shareholders In Closed Corporations

One of the cores of company disputes is the unclear of ownership of the equities. Only if the company law could protect shareholders’equity ownership, it could be a representative of justice. In order to deal with disputes, we should clear and definite shareholders’equity ownership. And the title of shareholders is prerequisite and key for equity ownership. How to confirm the title of shareholders and the standard of confirmation are important problems in the theoretical circle consistently. Meanwhile, there are also some same problems in juridical practice. Under the background of the theory and law practice, it is of theory and practical significance to do research in the title of shareholders for closed corporations. As for the theoretical aspect, most scholars in China focus on how to solve this issue from rules and regulations. As far as I am concerned, learning from foreign related legislation and illuminating and analyzing the title of shareholders in details will has important theoretical significance in enriching the research of corporate governance theory in academic circles. As for the significance of practice, after the 2005 PRC Company Law stipulated register of shareholders and industrial and commercial registration as the core of shareholder qualification validation rules, the 2013 PRC Company Law is not refer to these issues. That is why an imperfect legal system and a defective statutory framework are still bothering justice practice. Besides, most of China’s companies do not set the register of shareholders which is different for foreign companies, especially for small and medium-sized enterprises. It is helpful to improve company operation process and economic development through do research in confirmation the title of shareholders. This article do research from the perspective of original acquisition, including the principal of confirmation the title of shareholders, the interest conflict of confirmation the title of shareholders, the comments on theories of confirmation the title of shareholders and system construction of confirmation the title of shareholders.Beside introduction, this article is constituted of five chapters, being arranged as follows:The introduction raises a question that the dispute of confirmation the title of shareholders in juridical practice is to be solved urgently.Chapter one is talking about some basic issues in the confirmation the title of shareholders. This article hold the view that the reason of disputes of confirmation the title of shareholders is interest conflict among companies, shareholders and creditor. This chapter is the theories foundation for this dissertation.Chapter two analyzes the principles and clarifications of confirmation the title of shareholders. When different basis and foundations of confirmation the title of shareholders are interfering with each other, the judge must choose one to confirm who is the shareholder. That why there must be some principle and clarification to instruct behaviors of judges.Chapter three is about evidences of principle and clarification from the perspective of original acquisition. This article reviewed theory and legislative practice at home and abroad. This part is the micro foundation for promoting the rules and systems of confirmation the title of shareholders.Chapter four is an evaluation of theories about confirmation the title of shareholders when parties get shares originally at home and abroad. It is the key question that how to resolve flaws or contradictions of confirmation the title of shareholders. This part need to analyzes theories and legislation practice of China through combining theories and experiences with the civil law and common law.Chapter five reconstructs systems of confirmation the title of shareholders when parties get shares originally. How should the judges decide orders of evidence when there are some conflicts between formal elements and essential elements or conflicts among various evidences. How to put forward legal systems based on legislative trend of statue quo and future is the core of confirmation the title of shareholders.