(2013)郑民三终字第1121号

Reference Case: Zhengzhou Libao Plastics Co., Ltd. v. Zhengzhou Minsheng Plastic Sheet Industrial Co., Ltd.

After a continuation split and the division of land-use rights, where the split agreement and supplemental agreement allocate land, compensation, and demolition proceeds but do not specify who bears registration and transfer taxes, the party that prepaid those taxes cannot compel proportionate sharing based solely on an alleged oral understanding. Fees, taxes, and settlement mechanics arising from a corporate split should be stated expressly in the split agreement; otherwise the claimant bears the consequence of insufficient proof.

Holding

After a continuation split and the division of land-use rights, where the split agreement and supplemental agreement allocate land, compensation, and demolition proceeds but do not specify who bears registration and transfer taxes, the party that prepaid those taxes cannot compel proportionate sharing based solely on an alleged oral understanding. Fees, taxes, and settlement mechanics arising from a corporate split should be stated expressly in the split agreement; otherwise the claimant bears the consequence of insufficient proof.

Issues

land allocation after a continuation splittax and fee allocation in a split agreementburden of proving oral understandingspost-split expense settlement