法人財產權和股權的相互關系
發(fā)布時間:2024-10-27 來源:http://www.kratomcapsulesgnc.com/
(一)股權與法人財產權同時產生,它們都是投資產生的法律后果。
(1) Equity and corporate property rights arise simultaneously, both of which are legal consequences of investment.
(二)從總體上說股權決定法人財產權,但也有特殊和例外。因為股東大會是企業(yè)法人的權利機構它做出的決議決定法人必需執(zhí)行。而這些決議、決定正是投資人行使股權的集中體現。所以通常情況下,股權決定法人財產權。股權是法人財產權的內核,股權是法人財產權的靈魂。但在承擔民事責任時法人卻無需經過股東大會的批準、認可。這是法人財產權不受股權轄制的一個例外。這也是法人制度的必然要求。
(2) Overall, equity determines the property rights of a legal entity, but there are also special and exceptional circumstances. Because the shareholders' meeting is the governing body of the corporate entity, the resolutions it makes must be implemented by the legal entity. And these resolutions and decisions are the concentrated manifestation of investors exercising their equity. So usually, equity determines the property rights of a legal person. Equity is the core of a legal person's property rights, and equity is the soul of a legal person's property rights. But when assuming civil liability, the legal person does not need to obtain approval or recognition from the shareholders' meeting. This is an exception where the property rights of legal persons are not subject to the jurisdiction of equity. This is also an inevitable requirement of the legal person system.
(三)股權從某種意義上說也可以說是對法人的控制權,取得了企業(yè)法人百分之百的股權,也就取得了對企業(yè)法人百分之百的控制權。股權掌握在國家手中,企業(yè)法人最終就要受國家的控制;股權掌握在公民手中,企業(yè)法人最終就要受公民的控制;股權掌握在母公司手中,企業(yè)法人最終就要受母公司的控制。這是古今中外不爭的社會現實。
(3) In a sense, equity can also be considered as control over a legal entity. By acquiring 100% equity of a corporate entity, one obtains 100% control over the corporate entity. The equity is held by the state, and the legal entity of the enterprise is ultimately subject to state control; If the equity is held by citizens, the legal entity of the enterprise will ultimately be controlled by the citizens; The equity is held by the parent company, and the legal entity of the enterprise is ultimately under the control of the parent company. This is an undisputed social reality from ancient times to the present, both domestically and internationally.
(四)股權轉讓會導致法人財產的所有權整體轉移,但卻與法人財產權毫不相干。企業(yè)及其財產整體轉讓的形式就是企業(yè)股權的全部轉讓。全部股權的轉讓意味著股東大會成員的大換血,企業(yè)財產的易主。但股權全部轉讓不會影響企業(yè)注冊資本的變化,不會影響企業(yè)使用的固定資產和流動資金;不會妨礙法人以其財產承擔民事責任。所以法人財產權不會因為股權轉讓而發(fā)生改變。
(4) The transfer of equity will result in the overall transfer of ownership of the legal person's property, but it has nothing to do with the legal person's property rights. The form of overall transfer of a company and its property is the complete transfer of the company's equity. The transfer of all equity means a major change in the members of the shareholders' meeting and a change of ownership of the company's assets. But the complete transfer of equity will not affect the changes in the registered capital of the enterprise, nor will it affect the fixed assets and working capital used by the enterprise; It will not hinder the legal person from assuming civil liability with its property. So the property rights of the legal entity will not change due to the transfer of equity.
股權與合伙組織財產權的相互關系與以上情況類似。
The relationship between equity and property rights of partnership organizations is similar to the above situation.
股權雖然不能完全等同于所有權,但它是所有權的核心內容。享有股權的投資人是財產的所有者。股權不能離開法人財產權而單獨存在,法人財產權也不能離開股權而單獨存在。
Although equity cannot be completely equated with ownership, it is the core content of ownership. The investor who enjoys equity is the owner of the property. Equity cannot exist separately from the property rights of the legal entity, and the property rights of the legal entity cannot exist separately from equity.
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