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有限公司隐名出资是一种法律行为,在没有法定的无效情形下,其投资权益应该受到保护。基于商法的基本原则,隐名出资者的投资权益只能限定在隐名出资人与名义出资人之间形成的债的范畴内,隐名出资者并不能成为公司的当然股东,不能享有股东权益。但为保护隐名出资者的权益,有效处理隐名出资所产生的纠纷,应当设置隐名出资者有条件成为股东的制度,赋予隐名出资者以股权期待权。
Limited investment is a hidden act of legal acts, in the absence of statutory invalid case, its investment rights and interests should be protected. Based on the basic principles of commercial law, the investment rights and interests of the anonymous investor can only be limited to the debt formed between the anonymous investor and the nominal investor. The anonymous investor can not become a shareholder of the company and can not enjoy the shareholder’s rights . However, in order to protect the rights and interests of the anonymous investors and deal effectively with the disputes arising from the anonymous investment, the system that the anonymous proposer has the conditions to become a shareholder shall be set up, and the hidden investors shall be given the right to expect equity.