Case Analysis Of Legal Issues Concerning The Ownership Of Equity Under Equity Agency

Entrusted shareholdings are the product of the rapid development of the market economy.The legal issues related to entrusted shareholdings involve many laws and regulations,but the specific provisions only exist in judicial interpretations.The promulgation of the judicial interpretation has played a positive role,but in the end it still failed to bring clear regulations on the legal nature of the entrusted shareholdings,the effectiveness of the entrusted shareholdings,and also the ownership of it.In 2017,the case of plaintiff Lu.defendant Baimaohui Technology Co.,Ltd.affirming shareholder qualification in the People’s Court of Shunyi District,Beijing,is very representative.This case reflects two highly controversial issues in the field of equity entrust: One is the determination of the validity of the shareholding agreement,and the other is the determination of the vesting of the shareholding.In order to determine the validity of a shareholding agreement properly,we first need to explore the legal nature of the entrusted shareholdings.Compared with various viewpoints in the theoretical circles,it is most reasonable to regard the equity holding relationship as a trust agency relationship.The basic structure of the trust agency relationship is basically compatible with the equity holding relationship,and its characteristics can be fully reflected in the equity agency relationship.At the same time,it can also provide a legal basis for entrusted shareholdings through the provisions of the law on the trust agency relationship.On the basis of determining the nature,in order to determine the effectiveness of the equity holding agreement,it is necessary to distinguish the legal relationship established by the holding action,and then proceed from the three major elements to make the judgment.Specifically,it includes analyzing whether the subject is eligible,whether the content conforms to the law and agreement,and whether the form conforms to the general requirements of the Civil Code for general contracts.In order to determine the determination of equity ownership properly,the logical relationship between equity ownership and shareholder qualification should be sorted out first.In the case of entrusted shareholdings,shareholder qualifications should be taken as the upper concept,and shareholder qualifications should be regarded as a prerequisite for shareholder rights.When determining the qualifications of shareholders,the corresponding principles shall be observed to maintain the balance of interests of multiple parties.In addition,expression of intention should be adopted as the path to determine the shareholder qualification,which requires both the anonymous shareholders to express their requests to the company and other shareholders to respond to them.On the basis of confirming the qualification of shareholders,this paper also further analyzes the ownership of equity,identifies the ownership of equity mentioned in the equity entrust agreement as the ownership of investment rights and interests,and insists on the differentiation of other ways inside and outside the contract.In the case of a nominee relationship,the company is an external third party and the internal effects of the nominee relationship cannot be opposed to the external effects.When the company does not recognize the qualifications of the dormant shareholders,the ownership of the shares of the dormant shareholders should not be recognized.