[case]

   Qiu Mou, Wang Mou, song, Wu for Wuhan certain shareholders of limited company, when the company established according to law to the administrative department for Industry and Commerce approved the record three seal: Seal of the legal representative of the company, the seal and financial dedicated seal. And formulated the "Wuhan XYZ limited management documents", the documents:...... The business license of legal representative of Wu is responsible for keeping the company's seal of the person, enterprise legal persons, and the original copy of the organization code certificate, a copy of the original...... After Wu and other shareholders of the company in the business ideas, cost apportionment and profit distribution and so on to diverge, refused to hand over the business license is the legal representative of the company seal, corporate, and the original copy of the organization code certificate, a copy of the original, serious impact on the company to the company inspection, customer payment cannot be made unable to normal operation. Under the helpless, the prosecution of the company to the people's court.

   In the court debate, Wu lawyers put forward the following arguments:

   One, the legal representative of the seal belongs to private property does not belong to the property of the company, company has no right to claim.

   Two, company asked the defendant to hand over these license requires the resolution of the shareholders meeting.

   Three, the company by Qiu Mou, Wang Mou, song control, the defendant did not exercise the shareholder's rights, now the plaintiff is entirely a personal behavior, not the behavior of the company......

   The trial court, finally, to fully support the plaintiffs request.

   [comments] lawyer

   With regard to the case, according to the opinion of a defendant lawyers, the lawyers have the following opinions:

   A, whether the plaintiff's legal representative seal unit property or personal property, the plaintiff has the right to request the return of

  (a) the plaintiff's legal representative seal is unit property, the plaintiff has the right to request the return of

The plaintiff was established for registration at the administrative department for Industry and Commerce for the record, open an account in the bank, issued by a need to use the funds in accordance with law, carved seal dedicated seal, financial and legal representative signet. Because of the legal representative of the plaintiff seal and the seal, dedicated seal is used as the financial capital carving and is dedicated to the plaintiff's business, so the legal representative of the plaintiff and the official seal, financial dedicated seal units are property, the plaintiff has the right to request the return of.

   (two) a step back, if the plaintiff's legal representative seal is the legal representative of the personal property, the plaintiff also have the right to request the return of

According to the "Wuhan XYZ limited management files" shows: the plaintiff's legal representative seal by the plaintiff to the defendant kept, that the plaintiff is at least has the right to the use of the seal. The plaintiff is entitled to the seal of the use right to the defendant is based on storage, so the plaintiff the seal use right based on the same have the right to request the return of.

   Therefore, regardless of the legal representative of the plaintiff seal unit property or personal property, the plaintiff has the right to request the return of.

   The business license of legal representative, the plaintiff requested the two defendants to return the plaintiff person seal, corporate, and the original copy of the organization code certificate copy of the original, without the need for convening a meeting of the shareholders

   The plaintiff to recover the plaintiff's legal representative ones like to whom custody, belonging to the resolution for non shareholder, need not belong to the "Regulations of the people's Republic of China Company Law" was held in the resolutions of the shareholders' meeting.

   Three, the company to sue is the behavior of the company instead of individual behavior

   Company to the court submitted a complaint with like people must be stamped with the official seal of your company, in accordance with relevant laws and regulations, stamped with the official seal of the behavior is to represent the company's behavior, if the defendant that the other shareholders or the company violated the defendant's interest, can be prosecuted, is irrelevant to the case.

   Four, the plaintiff's claim should get the support of the court

   According to "people's Republic of China Property Law" thirty-fifth, "the people's Republic of China tort liability law" article third, article fifteenth (four) the provisions of item, the plaintiff's claim should get the support of the court.

   [link] law

   "Property law" of the people's Republic of China thirty-fifth obstructed or may be obstructed, the right holder may require the removal or elimination of prejudice risk.

   "The people's Republic of China tort liability law" article third the infringee shall have the right to request the infringer to assume tort liability.

   Article fifteenth shall assume the tort liability of the main ways:

   (a) to stop the infringement;

   (two) to remove the obstacles;

   (three) to eliminate risk;

   (four) the return of property;

   (five) recovered;

   (six) compensation for losses;

   (seven) an apology;

   (eight) to eliminate the influence, restore the reputation.

   The above methods of assuming tort liability, be used separately, can also be applied in combination.

   "The people's Republic of China Company Law" article thirty-eighth the shareholders' meeting shall exercise the following powers:

(a) determining the company's operational guidelines and investment plans;

(two) the election and replacement decisions on matters relating to the remuneration of directors, the board of directors of the;

(three) the election and replacement represented by shareholders and supervisors, to decide on matters concerning the remuneration of board of supervisors;

(four) to examine and approve reports of the board of directors;

(five) to examine and approve reports of the supervisory board or supervisors;

(six) to examine and approve the annual financial budget, final accounts plan of the company;

(seven) to examine and approve the company's profit distribution plans and plans for making up losses;

(eight) to make resolutions on the increase or reduction of the registered capital of the company;

(nine) make a resolution on the distribution firm bonds;

(ten) make a resolution on the transfer of shareholders to a person other than a shareholder capital contribution;

(eleven) to make resolutions on the merger, division, change of corporate form, dissolution and liquidation etc.;

(twelve) modifying the articles of association of the company.