The Application Dilemma And Rethink Of Named Procedure

In 2011, the Interpretation of the Supreme People's Court issued the company law explain Article 24 of dormant investment under the condition of the actual investor established to obtain the path of the shareholder qualification, is called academic is called " named procedure ". Named procedure although only the legal effect of the level of judicial interpretation, but there is actually in the company's legal value, especially in the context of the separation of equity interest in the context of the company more with the protection of the company's comprehensive function. However, the author found that, application of a procedure in the actual judicial practice facing various difficulties, especially when used as a general specification of named procedure name encounter special dormant investment situation, the provisions of the applicable more stretched. How to improve the application of these procedures in the lack of, led to the author's thinking.Around the above content, this paper mainly have five chapters. The introduction of the background of this paper is briefly introduced, the main problems and directly pointed out in this paper: how to protect the collaboration of human resource in the relationship of multiple ownership. The first chapter around understanding the named procedure in different perspectives and expand, intention to reveal a significant named procedure for the environment is in equity binary effect of dormant investment behavior is the significance of the study is. Chapter two reviews the significant conditions of named procedure by more than half of the other shareholders to consentand make a specific analysis. And revealed the program named face failure when the nominal shareholder in multi generation shareholding relationship, more out of the other two kinds of special restrictions on the application situation. The third chapter mainly for the second chapter related to multiple generations of ownership relations of procedure failure situation, focuses on the analysis of institutional reasons for the failure lies in the company law of the actual control of abuse of company system specification has been missing. The author puts forward specific ideas for the correction of the lack of explicit procedures, which excludes the nominal shareholder in association named program consent. At the end, the conclusions of the central idea are summarized.