Qualitative Analysis Of Beneficiary Relationship Of Structured Trust Products

As a very flexible investment and financing tool,structured trust products embody the characteristics of flexibility and flexible design of trust system.Grading risks to meet different risk preferences of different investors has been widely recognized by investors and financiers,and has been widely used in securities investment,equity investment and industrial investment.However,the industry has different views on whether it is a financing product or an investment product.In practice,there are often complicated trading arrangements such as difference compensation agreement,closing agreement and instruction agreement,which makes it difficult to accurately determine the relationship between priority and inferior beneficiaries.This also leads to the lack of a unified understanding of which legal norms should be chosen to determine the rights and obligations of the parties in judicial practice.After the publication of the Minutes of the National Court's Civil and Commercial Trial Meeting,although the effectiveness of the inferior class to compensate for the priority difference and the effectiveness of the trust relationship between the beneficiary and the trustee were clearly defined,the relationship between the beneficiary and the trustee was not defined,leaving many difficulties for practical operation.Including how to define the legal attribute of the bad compensation agreement,how to define the effect of the bad compensationagreement on the trustee,whether the bad compensation agreement is applicable to the guarantee period,how the priority beneficiary declares the creditor's rights when the bad beneficiary goes bankrupt,etc.In order to solve these problems,it is necessary to determine how to identify the priority beneficiaries and the inferior beneficiaries.In the past,most scholars focused their research on the overall attributes of trust products,mostly differentiating "trust vs agency" and debating for a long time whether the asset management industry needs to use trust law uniformly.However,it is not clear how to define the relationship between priority beneficiaries and inferior beneficiaries.Most of the limited documents collected by the author only list the possibility of limited partnership and loan between beneficiaries.The mainstream understanding is to define the relationship between priority and inferior beneficiaries as loan relationship.This paper discusses three hypotheses of loan relationship,partnership relationship and trust relationship based on judicial practice and academic viewpoints.The first two of them reconstruct the new contractual relationship by interpreting the trust contract,while the trust relationship theory is the hypothesis that does not substantially penetrate the beneficiary relationship and is most similar to the literal meaning.In the analysis of the borrowing theory,this paper finds that,in the case of priority beneficiaries of differential compensation,the theory can explain the parties' transaction attempt,resolve the qualitative nature of differential compensation agreement,and limit the total amount of liquidated damages.However,there are some problems such as lack of universality,loopholes in defining illegal allocation of capital,and increasing the burden on investors.Therefore,although it has certain basis and value,it is difficult to take it as the optimal solution because it increases the burden on the parties involved in the transaction.It is difficult to define partnership in theory construction.The partnership cannot be established and cannot coexist with the trust relationship.The definition of trust relationship is a return to the theoretical framework oftrust,which is conducive to maintaining the validity of the agreement between the parties and facilitating the exercise of the rights of the beneficiaries,and the interests of the parties are not out of balance.The defect of this theory lies in the insufficient explanatory power to define illegal allocation of funds.This paper holds that under the condition that the trust relationship theory already has considerable explanatory power and relatively complete beneficiary protection,it is not necessary to forcibly construct a coexisting contractual relationship to regulate the exercise of rights among beneficiaries.Because other hypotheses,especially the borrowing relationship theory,have not improved the situation of the parties concerned,they also have loopholes in interpretation and difficulties in application,which have increased the burden on the parties concerned.It is not necessary to deny the validity of certain agreements and to facilitate the reasoning of some contents in court decisions.As long as the trust theory is reformed to solve the qualitative problem of illegal allocation of funds,it is sufficient to adopt the trust relationship theory.The first chapter is mainly an overview of structured trust products,briefly describing the legal attributes of structured trust products,typical agreements,theoretical changes in judicial decisions,and pre-analysis of qualitative issues.The second chapter is to analyze the loan relationship theory and discuss its theoretical justification and existing problems.The third chapter is to analyze the partnership theory and discuss its legal application and theoretical justification.The fourth chapter discusses the rights and obligations of the beneficiaries based on the trust relationship,discussing its theoretical justification,the protection of the interests of the beneficiaries,the existing problems and the comparison with other relationships.