股权代持协议确认无效后的利益归属探讨

Abstract

Nominee shareholding agreements are complex due to the number of legal norms involved, especially the nominee holding agreements for listed companies face more restrictions. In determining the validity of the equity nominee holding agreement, the provisions on the validity of the contract in the Civil Code should be accurately applied, and Article 153 of the Civil Code should not be applied in a general and vague manner to determine the invalidity of the nominee agreement, and the reasons for financial security and market order maintenance should be fully explained. On the issue of the attribution of interests after the nominee shareholding agreement is found to be invalid, it is necessary to treat the illegal circumvention equity nominee holding agreement and the ordinary non-circumvention equity nominee holding agreement separately. For the benefits obtained based on the invalid circumvention nominee shareholding agreement, giving the company the right to accrue can better achieve a win-win situation of legal and social effects, and also enable the company to actively discover and deal with the internal driving force of the illegal circumvention nominee agreement. For non-circumvention equity holding agreements, they can be handled in accordance with the relevant provisions of the Civil Code and the Minutes of the Ninth National Civil and Commercial Trial Work Conference. Therefore, the judgment idea of taking the reason of nominee holding as the core of the dispute resolution of nominee holding is formed.ㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍㅍ