(2009)沪高民二(商)终字第22号

Gazette Case: Bafeite Investment Co., Ltd. v. Shanghai Water Investment Construction Co., Ltd.

Transfers of enterprise state-owned property should, in principle, be conducted openly through a legally established property-rights exchange under the state-asset supervision rules. Even where the holder of the state-owned equity has made an internal authorization arrangement, a court may still hold an off-exchange transfer invalid if it bypasses the mandatory exchange procedure and thereby violates the principles of openness, fairness, and impartiality and harms the public interest.

Holding

Transfers of enterprise state-owned property should, in principle, be conducted openly through a legally established property-rights exchange under the state-asset supervision rules. Even where the holder of the state-owned equity has made an internal authorization arrangement, a court may still hold an off-exchange transfer invalid if it bypasses the mandatory exchange procedure and thereby violates the principles of openness, fairness, and impartiality and harms the public interest.

Issues

off-exchange transfers of enterprise state-owned propertymandatory exchange procedures for state-owned equity transfersdelegated disposal authority and state-asset transfer procedurecontract validity where public interests are impaired