Research On Legislation Of Shareholding Entrustment In Limited Liability Company

Shareholding entrustment,the outcome of the market economy,has been widely used nowadays.By shareholding entrustment,anonymous shareholders fulfill capital contribution obligation and nominal shareholders register in the list of names of shareholders and business registration.Shareholding entrustment can help the company to attain more investment and accelerate capital flow.Moreover,shareholding entrustment can protect the privacy of the investment,which attracts the attention of investors.Whereas,the complicated internal and external legal relationships may also attribute to much legal risks.Therefore,many countries regulate this by legislation,aiming to lower the risks and make it play an active role.There is no specific law to regulate this issue systematically.Provisions of the Supreme People's Court on Several Issues Relating to Application of Company Law of the People's Republic of China(III)set some rules on this issue.However,the general rules cannot deal with intricate judicial disputes.Meanwhile,this is also a heated issue among scholars and it seems that there is no conclusion yet,affecting the legislation reform of the shareholding entrustment.The purpose of this thesis is to propose some solutions for the legislation and judicial disputes,on the basis of a deep study of theoretical analysis and practical analysis.The thesis contains the following 4 sections.Section 1 focuses on the current situation of China's current shareholding system and the problems caused by the lack of legislation.First,the concepts involved in the equity holding system and the confusing concepts are analyzed,and the characteristics of the equity holding system are obtained.Then it analyzes the current situation of the shareholding system in China,specifically the current laws and regulations and the operation mode of the shareholding system in practice,which are classified according to different categories.Finally,it analyzes the problems existing in the equity holding system,from the qualitative uncertainty,the application of the law is doubtful,the absence of the contract system can easily lead to litigation,the parties' rights and obligations are not fully regulated,and the legal consequences after the termination of the equity holding agreement are unknown.This chapter will sort out the basic situation of the equity holding system and have a certain understanding of China's equity holding system,which will lay the foundation for the analysis in the following chapters.Section 2 analyzes the legitimacy and rationality of its existence from the legal basis and economic basis of equity holding.At the same time,China's demand for the equity holding system is an objective need.It is not only helpful to the smooth progress of China's state-owned enterprise reform in a specific period,but also widely used because it can protect privacy and maximize benefits.This chapter focuses on the analysis of the reasons for the existence of China's equity holding system,so as to make specific suggestions later.Finally,in this chapter,the necessity of perfecting the equity holding system is analyzed,which can not only enrich the investor's investment channels,but also expand the company's financing channels to better promote the development of the market economy.Section 3 outlines the comparative study of this issue,which can provide references for the legislation.The nature of shareholding and shareholder qualifications underAnglo-American law are different from those in China.In the civil law system,Germany,Japan,and South Korea have fewer regulations on the shareholding system,and in practice they generally define the shareholding as a proxy.Section 4 focuses on making suggestions for improving China's equity holding system.Suggestions are made from the determination of the legal nature of the equity holding,the establishment of a equity holding contract system,the regulation of the rights and obligations of anonymous and nominal shareholders,strengthening the protection of creditors,and improving the legal consequences of the termination of the equity holding agreement.It is the nature of trust to refer to the equity trust system under the Commonwealth and American legal system to qualitate China's equity holdings.When the equity holding agreement is signed,the company needs to be disclosed.On this basis,the rights and obligations of anonymous shareholders and nominal shareholders need to be regulated.At the same time,the rights and interests of relevant creditors need to be protected.Finally,it is divided into different situations to regulate the matters after the termination of the equity holding agreement.