{"id":2782,"date":"2024-08-10T12:43:32","date_gmt":"2024-08-10T12:43:32","guid":{"rendered":"https:\/\/unilaw.vn\/en\/?p=2782"},"modified":"2024-10-13T04:37:10","modified_gmt":"2024-10-13T04:37:10","slug":"equal-shareholder-disputes-in-company-formation-judgment-commentary-no-02-2023-kdtm-pt","status":"publish","type":"post","link":"https:\/\/unilaw.vn\/en\/judgment-analysis\/equal-shareholder-disputes-in-company-formation-judgment-commentary-no-02-2023-kdtm-pt.html","title":{"rendered":"EQUAL SHAREHOLDER DISPUTES IN COMPANY FORMATION: JUDGMENT COMMENTARY NO. 02\/2023\/KDTM-PT"},"content":{"rendered":"

Case Study: Capital Contribution Dispute at V Silk Textile Co., Ltd.<\/h2>\n

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Judgment No. 02\/2023\/KDTM-PT Dated 05\/01\/2023 regarding a capital contribution dispute in company formation among members (CONTENT).<\/p>\n

Capital contribution disputes in equal shareholder disputes are common in business operations, particularly when there is a lack of transparency in the capital contribution process. Today, we will analyze a specific case related to capital contribution disputes.<\/p>\n

On January 5th, 2023, at the High People’s Court in Ho Chi Minh City, a case concerning a capital contribution dispute between members of V Silk Textile Co., Ltd. was brought to trial. The plaintiff, Mr. Doan Trong T, requested the cancellation of the capital contributions of two other members, Mr. Nguyen Tien D and Mr. Pham Xuan S, claiming that they were merely nominal shareholders acting on his behalf during the company’s formation.<\/p>\n

V Silk Textile Co., Ltd. was established in 2012 with a charter capital of VND 20 billion, equally divided among the three members: Mr. Doan Trong T contributed VND 8 billion, Mr. Nguyen Tien D contributed VND 6 billion, and Mr. Pham Xuan S contributed VND 6 billion. Mr. T claimed that he had provided the entire capital and that Mr. D and Mr. S were only listed on the documents as nominal shareholders. However, Mr. D and Mr. S provided evidence that they had indeed contributed capital through receipts and payment vouchers.<\/p>\n

The court, based on the receipts, meeting minutes, and audit reports, confirmed that Mr. D and Mr. S had contributed their respective shares of the capital. The court also determined that Mr. T did not provide convincing evidence to prove that Mr. D and Mr. S were merely nominal shareholders. Consequently, the court rejected Mr. T’s request and upheld the capital contributions of Mr. D and Mr. S, confirming that Mr. T, Mr. D, and Mr. S are all legitimate members of the company.<\/p>\n

Judgment Commentary<\/h2>\n

The court’s decision to reject Mr. Doan Trong T’s request primarily relied on:<\/p>\n