| As the cells of the national economy of our country,companies are developing rapidly because of the steady economic operation of our country.More and more people participate in the economic activities of the company with the identity of shareholders.Among them,there are famous shareholders and dormant shareholders.This article mainly discusses the legal problems of the dormant shareholders.In the eyes of some people,opposed to the famous shareholders,the dormant shareholders seem to be so secretive.They think that the dormant shareholders mean the "edge ball" of the law.In fact,this is the misinterpretation to the "dormant shareholder".The dormant shareholder should be a neutral word,without subjective commendatory or derogatory colors,because things are always have two sides.In practice,the investment of the dormant shareholders behaved beneficially or harmfully,but the overall is good.From beginning to end,law is a practical applied social science.While learning from the theory of law,the author also devoted himself to the legal practice of law firms.In the specific work of a law firm,there will often be a question of the shareholders' equity in the firm's consulting firm.At the beginning of the establishment of the company,they are the actual contributors.Because of a variety of subjective and objective factors,they are not registered as the registered shareholders,so they become the dormant shareholders.Their rights and interests can not be effectively protected and maintained.At the same time,the legal status of the dormant shareholders and the legal provisions on the protection of their rights and interests are to be blank,and few of these problems are involved.Therefore,it is very necessary to study their legal issues.The provisions on the application of the People's Republic of China company law in the Supreme People's Court of China in 2011(three)(hereinafter referred to as "interpretation three")simply divide the "actual contributor" and "nominalcontributor",and have no definite provisions on the ownership and legal status of their ownership.And the new revised People's Republic of China company law in China at the end of 2013 and the provisions of the most people's Court on the application of the People's Republic of China company law in September 2017(four)(hereinafter referred to as "interpretation four")have not involved the legal issues of the dormant shareholders.The author has a strong interest in such legal issues,and decides to study the legal system of the hidden shareholders,which will have a positive impact on the good operation of the socialist market economy in China.The current situation of the lagging legislation on the issue of dormant shareholders in our country has become a prominent problem.If we can't change this situation,it means that it can not effectively solve the problem of legal disputes arising from the concealed investment behavior of the dormant shareholders.The legislative blank makes the judicial machine in our country lack a unified standard of refereeing,which is difficult to send.It will play a role in resolving contradictions and resolving disputes,and it will also cause adverse effects on the credibility of our judicial organs.The objective of this paper is to analyze the legal problems of the dormant shareholders,to give the legal status of the dormant shareholders,to provide sufficient legal protection to the legal dormant shareholders,to safeguard the practical interests of the shareholders,to ensure the smooth operation of the company,and to make the national economy healthy and develop rapidly.The investment behavior of the dormant shareholders alleviates the company's financing difficulties and the shortage of funds to a certain extent,and plays an important role in the survival and development of the company.In recent years,the protection of the rights and interests of invisible shareholders and the regulation of private capital contribution have become a hot spot in the theoretical circle.If it can give the hidden shareholders a certain legal status,it will play an important guiding role in the practice.This paper analyzes the basic theory of the hidden shareholders,then analyzes the status of the legislation of the dormant shareholders in China,expounds the necessity of establishing the system of the dormant shareholders,and then introduces the relevant laws and regulations abroad,for example,the countries of the Anglo American law system think that the famous shareholders have the shareholders' qualification and enjoy the East rights,and one of the important features is consent the shareholding trust.The trust system of the Anglo Americancountries is more mature.The trust is spread in all fields,including the equity trust and the provisions of the private shareholders in the continental law system.The purpose is to protect the interests of the third parties in the market transaction,and finally put forward specific suggestions.This article uses literature reading,through value analysis,comparative analysis and other methods to study.The text is divided into four parts: the first part first introduces the basic theory of the dormant shareholders,analyzes its concept,classification and characteristics,the second part expounds the status of the legal system of the dormant shareholders in China and the necessity of establishing the system of dormant shareholders,and the third part briefly introduces the hidden names of the countries concerned,such as the foreign and American law department and the continental law system.The relevant provisions of shareholders and Their Enlightenment to China;the fourth part puts forward suggestions on the conditions that endow China's dormant shareholders legal status and rights and interests protection."Rome is not build in one day",the establishment of the legal system of dormant shareholders is not overnight.It is necessary for both the theoretical and practical circles and the relevant legislative departments to work together.From the point of view of the author,this paper analyzes the problems related to the hidden shareholders and puts forward some suggestions,hoping to have a positive effect on the improvement of the legal system of the protection of the rights and interests of the dormant shareholders in our country,so as to achieve the goal of protecting the legitimate rights and interests of the dormant shareholders and maintain the economic stability of the society. |
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