摘要
《公司法司法解释(三)》规定了隐名出资合同有效情形下股权的归属,但未规定隐名出资合同效力待定、无效情形下股权的归属方式。隐名出资人与名义股东在隐名出资合同中约定的主要内容包括投资权益归属和股东身份归属,其中,投资权益原则上可由当事人自由约定,而股东身份归属则不可。区别投资权益和股东身份是判定隐名出资合同无效情形下股权归属的前提。
Judicial Interpretation （Three） of Company Law has stipulated the stock ownership in a valid contract with dormant partnership. However it does not stipulate the means of stock ownership of the contract of which the legal validity of the contract is to he settled or it has lost. What the anonymous investors and dummy shareholders agree on includes the owner- ship of investment rights, interests and the shareholders. Among them, the investment rights and interest can be agreed up by all interested parties, but the identity of the shareholders cannot. It is the premise to distinguish investment rights and interest and identity of shareholders for the judgment of ownership when the contract is invalid.
出处
《内江师范学院学报》
2014年第3期54-57,共4页
Journal of Neijiang Normal University
关键词
隐名合同
股东身份
投资权益
contract with dormant partnership
identity of shareholders
investment rights and interest
