迪士尼彩乐园

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2025年4月10日上昼，最高手民法院第二国外商事法庭在上海国外商事法庭公开开庭，由审判长沈红雨，审判员潘勇锋、郭载宇、黄西武、高燕竹构成合议庭提级审理了一王人出资纠纷案件。

这次庭审是最高手民法院国外商事法庭在上海国外商事法庭进行的公开开庭，充分践行了最高手民法院巡回审判轨制“审判机关重点下移、当场处理纠纷、浅易当事东说念主诉讼”的功能。最高手民法院国外商事法庭切实履职守法，不仅让“家门口的最高法院”落到实处，还为长三角区域涉外法治建筑提供“司法为民、公平司法”的示范样本，有劲教唆场所国外商事法庭更好施展涉外审判职能作用。

行动民众提神标我国对外绽开前沿阵脚与经济中心，上海遥远是国外商当事人体不雅察中国国外化、法治化营商环境的进犯窗口，亦然外商投资最为发达、涉外经贸最为活跃的区域之一。比年来，跨境数字营业、离岸金融翻新、国外投资并购等新兴业态旺盛发展，随之而来的新式跨境货品营业、国外投资、离岸行状营业等多元化纠纷类型持续出现，法律关联也日趋复杂。

本次公开审理的案件恰是一王人异邦股东告状中国股东、董事等的出资纠纷案件。本案中，异邦股东成见中国股东、董事通过关联走动抽逃出资，被告登科三东说念主给以否定。案件波及中外合伙企业打算进程中的股东权力的畛域、公司规定要求的剖析、紧要关联走动的认定等典型问题，各方当事东说念主就此张开热烈狡辩。面对案件波及的多项法律争议，最高手民法院国外商事法庭的法官展现出深厚的法学专科能力、机敏的法则细察力及娴熟的庭审操纵能力，精确归纳结案件焦点，通过条分缕析的凭据质证与法理阐释，展现了我国涉外商事审判的专科高度和国外视线，为同类案件审理栽植了榜样。

寰宇东说念主大代表李丰、周燕芳，最高手民法院国外商事巨匠委员会巨匠委员范想深（Susan Finder），上海市政府部门、行业协会、仲裁机构、长入组织、讼师协会等运筹帷幄单元负责东说念主，上海市高等东说念主民法院、上海市第一中级东说念主民法院的法官代表，以及华东政法大学、上海政法学院、上海纽约大学的师生代表等80余东说念主旁听了庭审。旁听东说念主员对这次庭审给予高度评价，默示这是一场法式、严谨、高效的示范庭审。

外籍旁听东说念主员盛赞，这次庭审全程接受了先进的同声传译系统，整场庭审具有很强的科技感，结束了全程无拦阻旁听，很好体现了上海数字法院建筑的驱逐。这么的巡回审判机制以“零距离”的司法行状为长三角区域的中外商当事人体提供了明确的司法相通，彰显了中国司法机关照章对等保护中外当事东说念主正当权益的务履步履，体现出中国在营造商场化、法治化、国外化一流营商环境方面的积极行动。

党的二十大论述明确提倡，“鼓励高水平对外绽开，稳步扩大法则、规制、束缚、尺度等轨制型绽开”。上海国外商事法庭将以这次审理为机会，线路学习最高手民法院国外商事法庭的审判机制和样式，鼓励国外商事审判机制雠校翻新，以“司法护航”助力构开国异邦内双轮回新发展景况，为投资者提供愈加高效、愈加透明、更可预期的纠纷处理旅途。

I am very glad to have had this opportunity to attend this hearing with other international attendees and hope that having international visitors attending international commercial cases in the future will be a usual practice. It is symbolic that this hearing with foreign attendees took place in Shanghai, one of the most open cities in China.

The judges’ questions went to the core issues of the case. It was clear that they had thoroughly reviewed the parties’ submissions and considered the most important points. It was a very insightful experience.

As an arbitration practitioner, I was honored to attend this trial. The Supreme People’s Court demonstrated high professionalism and openness in handling foreign-related commercial disputes. The case focused on substantive issues such as capital contributions, corporate control, and related party transactions. Although legally complex, the judges demonstrated clear reasoning and a tightly structured logic in their adjudication. From an arbitration perspective, foreign-related investment place greater emphasis on rule predictability and stable governance. However, core legal issues in this case, such as fulfillment of registered capital obligations, legitimate exercise of shareholder rights, and maintaining corporate legal personality, are recurring themes in Sino-foreign joint venture governance.

后来，迪士尼彩乐园算违法吗朴志株为了提升自己能力，便选择去了欧洲联赛留洋。朴志株在葡超锁定了主力位置，一度有望迎来新巅峰。只是，朴志株觉得他在葡超赚得钱太少了，想重返中国足坛捞金。正好武汉三镇中卫位置需要补强，便向朴志株发出了重金邀请。朴志株加盟武汉三镇之后，就迎来职业生涯新巅峰。

This experience reaffirmed my belief that courts and arbitration institutions, through authoritative judgments and awards, can jointly build a fair, rules-based, and predictable business environment, and further align China’s commercial legal system with international norms.

今天的庭审由最高手民法院民四庭庭长、国外商事法庭法官沈红雨躬行担任审判长，为时半天的庭审进程高效又不失严谨，充分展示了中国国外商事法庭法官卓绝的庭审操纵能力，出庭代理讼师也展现出了很高的抓业水准，不错说今天的庭审代表了中国司法审判的最高水平，令在座旁听东说念主员获益匪浅。在民众营业和投资濒临紧要挑战之际，最高手民法院国外商事法庭在上海提审国外商事一审案件，无疑是向国外社会传递了中国保护外商投资正当权益的强烈信号，增强异邦投资者对中国法律和司法轨制的信心与信任。

同期，最高手民法院国外商事法庭在上海巡回审判案件，偶然为上海乃至寰宇的涉外商事审判提供标杆性案例，也为营造商场化、法治化、国外化的一流营商环境提供司法保险，必将有劲促进上海“五个中心”建筑。上海讼师在积极参与涉外案件的代理责任之外，也期盼改日能有更多像今天这么由上海国外商事法庭和上海律协共同组织的培训、计议等学习交流行为，升迁涉外法律行状水平。

On the morning of April 10, 2025, the Second International Commercial Court of the Supreme People’s Court held a public trial at the Shanghai International Commercial Court. A collegial panel composed of Presiding Judge Shen Hongyu and Judges Pan Yongfeng, Guo Zaiyu, Huang Xiwu, and Gao Yanzhu conducted a trial at an elevated level for a capital contribution dispute case.

This marked a public trail held by the China International Commercial Court in the Shanghai International Commercial Court. It fully demonstrated the function of the circuit trial system of the Supreme People's Court, which is “to shift the focus of the judicial organ downward, resolve disputes on-site, and facilitate litigation for the parties”. By earnestly fulfilling its duties, the China International Commercial Court has not only made the idea of “Supreme Court at the doorstep” a reality, but also provided a model of “justice for the people and fair justice” for foreign-related rule-of-law development in the Yangtze River Delta region, and strongly guided local international commercial courts in better performing their foreign-related adjudicative functions.

As China’s economic hub and frontier of opening-up which attracts worldwide attention, Shanghai serves as a key window through which international commercial entities observe the country’s internationalized and rule-of-law-based business environment. It is also one of the most active regions for foreign investment and international economic and trade activities. In recent years, emerging sectors such as cross-border digital trade, offshore financial innovation, and international mergers and acquisitions have thrived, giving rise to new types of disputes involving cross-border goods trade, international investment, and offshore services, and the legal relationships have become increasingly complex.

The case heard publicly this time involved a dispute between the foreign shareholder and the Chinese shareholder and directors over capital contributions. In this case, the foreign shareholder claimed that the Chinese shareholder and directors had withdrawn capital through related-party transactions, but the defendants and the third parties denied it. The case touches on key issues such as the boundaries of shareholder rights, interpretation of articles of association, and the identification of major related-party transactions in the operation of Sino-foreign joint ventures. The parties engaged in intense and detailed debate on these issues. Facing with numerous legal disputes in the case, the judges of the China International Commercial Court displayed profound legal expertise, sharp insights into legal rules and proficient courtroom management skills. They accurately summarized the case’s core issues and skillfully conducted evidence verification and legal analysis, which highlighted China’s high level of professionalism and international outlook in foreign-related commercial adjudication, and set a benchmark for similar cases.

Today's trail was presided by Shen Hongyu, the Chief Judge of the Fourth Civil Division of the Supreme People's Court and also of the judge of the China International Commercial Court. It was a half-day hearing that was both efficient and rigorous, demonstrating the outstanding courtroom management skills of the top judges of the China International Commercial Court. The litigating attorneys also displayed excellent professionalism. I believe this trail has showed the highest level of China’s judicial adjudication, offering great insights to all attendees. At a time when global trade and investment face significant challenges, the Supreme People's Court’s decision to hear a first-instance international commercial case at an elevated level in Shanghai undoubtedly sends a strong signal to the international community that China protects the legitimate rights and interests of foreign investors, strengthening their confidence and trust in China's legal and judicial systems.

At the same time, by conducting the circuit trial of case in Shanghai, the China International Commercial Court can provide benchmark cases for foreign-related commercial trials in Shanghai and even across the country, and also provide solid judicial support for building a world-class, market-oriented, law-based, and internationalized business environment, which will strongly promote the construction of Shanghai's “Five Centers”. In addition to actively participating in the representation of foreign-related cases, Shanghai lawyers also look forward to having more learning and exchange activities such as training and seminars jointly organized by the Shanghai International Commercial Court and the Shanghai Bar Association in the future to enhance foreign-related legal service capabilities.

More than 80 people attended the hearing, including delegates to the National People’s Congress Li Feng and Zhou Yanfang; Susan Finder, a member of the Expert Committee of the China International Commercial Court; representatives from Shanghai municipal departments, industry associations, arbitration and mediation institutions, and bar associations; judges from the Shanghai High People’s Court and Shanghai First Intermediate People’s Court; as well as faculty and students from East China University of Political Science and Law, Shanghai University of Political Science and Law, and NYU Shanghai. Attendees give a good appraisal for the hearing, indicating it a model of normative, rigorous, and efficient proceedings. Foreign attendees highly praised the fact that the trial adopted an advanced simultaneous interpretation system throughout the process, providing the entire trial with a strong sense of technological sophistication and enabling barrier-free attendance throughout the process. This reflected the achievements of the construction of digital courts in Shanghai. Such circuit trial mechanism provides clear judicial guidance for both Chinese and foreign commercial entities in the Yangtze River Delta region with “zero-distance” judicial services, demonstrating the practical actions of Chinese judicial organs to equally protect the legitimate rights and interests of both Chinese and foreign parties according to law and reflecting China's active actions in creating a market-oriented, legalized, and internationalized business environment.

The Report to the 20th National Congress of the Communist Party of China clearly stated the need to “promote high-standard opening up and steadily expand institutional opening up with regard to rules, regulations, management, and standards”. Through this trial, the Shanghai International Commercial Court will continue to learn from the adjudication mechanisms and practices of the China International Commercial Court, drive innovation in the international commercial trial system, build a international and domestic new development pattern of dual circulation with “judicial escort”, and provide global investors with more efficient, transparent, and predictable dispute resolution paths.

Observations from the Hearing

Susan Finder（范想深）

最高手民法院国外商事巨匠委员会巨匠委员，北京大学国外法学院常驻盛名学者

我止境兴盛能有这次机会与其他国外法律东说念主一同旁听这次庭审，何况但愿今后让国外东说念主士参与旁听国外商事案件偶然常态化。这次有国外法律东说念主参与旁听的庭审行为能在上海（中国最绽开的城市之一）举行，颇具秀美意旨。

这次开庭给我留了深远印象。法官们的发问，切中结案件的中枢问题，可见他们也曾事前澈底审阅了两边提交的材料。这是一次止境有启发性的履历。

Hermes PAZZAGLINI（杨慕华）

上海国外经济营业仲裁委员会（上海国外仲裁中心）仲裁人，意大利NCTM讼师事务所上海代表处首席代表

行动仲裁从业者，有幸旁听本案的审理，深感最高手民法院在涉外商事案件处理中的专科性与绽开性。案件聚焦于出资本质、公司驱逐及关联走动的实申斥题，法律关联复杂，但裁判想路了了、逻辑严实。从仲裁视角看，涉外投资更强调法则的可预期性与治理结构的踏实性，但本案所反馈出的中枢法律问题（如注册本钱的果然本质、股东权力的方正专揽、公司东说念主格的独处钦慕），也同样是中外合伙企业治理中反复出现的争议焦点。

这次不雅摩让我愈加敬佩，法院和仲裁机构通过泰斗裁判和裁决的样式可变成协力，为建筑法式、公平、可预期的营商环境提供坚实保险，进一步推动中国商事法治与国外法则的接轨。

Zou Zhiqiang

Vice Chairman of the Arbitration Committee of the Shanghai Bar Association, Partner of Dacheng Shanghai

Today's trail was presided by Shen Hongyu, the Chief Judge of the Fourth Civil Division of the Supreme People's Court and also of the person in charge of the Second International Commercial Court. It was a half-day hearing that was both efficient and rigorous, demonstrating the outstanding courtroom management skills of the top judges of the China International Commercial Court. The litigating attorneys also displayed excellent professionalism. I believe this trail has showed the highest level of China’s judicial adjudication, offering great insights to all attendees. At a time when global trade and investment face significant challenges, the Supreme People's Court’s decision to hear a first-instance international commercial case at an elevated level in Shanghai undoubtedly sends a strong signal to the international community that China protects the legitimate rights and interests of foreign investors, strengthening their confidence and trust in China's legal and judicial systems.

At the same time, by conducting the case at an elevated level at the Shanghai International Commercial Court, the Supreme People's Court can provide benchmark cases for foreign-related commercial trials in Shanghai and even across the country, and also provide solid judicial support for building a world-class, market-oriented, law-based, and internationalized business environment, which will strongly promote the construction of Shanghai's “Five Centers”. In addition to actively participating in the representation of foreign-related cases, Shanghai lawyers also look forward to having more learning and exchange activities such as training and seminars jointly organized by the Shanghai International Commercial Court and the Shanghai Bar Association in the future to enhance foreign-related legal service capabilities.

文：刘侗侗

翻译：施明宇

校对：聂妍铧

值班裁剪：郭葭

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