China News Service, March 6th. According to the WeChat official account of the Supreme People’s Court, the Supreme People’s Court, the Supreme People’s Procuratorate, the Ministry of Public Security, and the China Securities Regulatory Commission have jointly issued the "Supreme People’s Court, Supreme People’s Procuratorate, Ministry of Public Security, and China Securities Regulatory Commission. Opinions on Further Regulating the People’s Court’s Freezing of Pledged Stocks of Listed Companies" (Fafa [2021] No. 9) (hereinafter referred to as the Opinions).

　　The opinion pointed out that when the people’s court freezes pledged stocks, it should specify the amount of the case’s claims and execution costs, the name of the securities account holder (name), account number, the name of the frozen stock, the securities code, and the amount to be frozen in the execution assistance notice. , Freezing period and other information.

The number of stocks that need to be frozen as specified in the preceding paragraph is calculated by dividing the total amount of case claims and execution costs by the value of each stock.

The value of each share is based on the freezing of the closing price of the previous trading day, combined with stock market conditions, and is generally reasonably determined within a range of not more than 20%.

　　The opinion stated that after the securities registration and clearing institution or the securities company accepts the people's court's request for assistance in freezing, it should mark the pledged stocks in the system, and the marking period shall be consistent with the freezing period.

Where other people’s courts or other state agencies require the freezing of pledged stocks that have been marked, the securities registration and clearing institution or securities company shall handle the freezing in order according to the waiting list.

　　According to the opinion, if there are multiple pledges of stocks that need to be frozen, the people's court may designate a certain pledge or a few pledges for marking.

If it is not specified, the securities registration and settlement institution or the securities company shall mark all the pledged stocks.

　　The opinion stated that when a listed company discloses the freezing of stocks in accordance with relevant regulations, it should truthfully disclose the amount of claims and execution costs of the people's court case, the number of stocks that have been marked in the system, and the number of stocks that need to be frozen by the people's court, the freezing period, etc. information.

　　The opinion pointed out that after the pledged stocks are marked in the system, the pledgee holds materials proving the existence of the pledged creditor's rights and the achievement of the pledged creditor's rights, and applies to the people's court for centralized bidding and block trading in the stock exchange to be within the scope of the pledged creditor's rights. Changes in stocks shall be permitted, except as otherwise provided by laws and judicial interpretations.

After the people’s court freezes the debtor’s fund account opened in the securities company within the scope of the pledged creditor’s rights, the amount of the case’s creditor’s rights, and the total amount of execution costs, it shall promptly notify the securities registration and settlement institution or the securities company in writing to adjust the corresponding pledged stocks in the system to be eligible. Sale status.

　　Where a pledgee applies to transfer shares through agreement, the people's court may approve it if it does not harm the interests of the parties in the case, the national interest, or the public interest, and the corresponding price can be controlled by the people's court after review.

If the pledgee converts stocks on its own in accordance with the provisions of the preceding two paragraphs, it shall abide by the relevant business rules for securities trading, registration and settlement.

　　The opinion stated that after the pledgee converts stocks on his own and enters the debtor’s capital account or the account designated by the people’s court, he shall apply to the people’s court for the payment of the converted price to realize the pledged creditor’s rights, but it shall be permitted, but the law, judicial interpretation, etc. provide otherwise except.

　　Why do the opinions stipulate that the pledgee can change the price of stocks on his own?

In response to a reporter’s question, the person in charge of the relevant departments of the four units pointed out that the reason why the pledgee is allowed to change the price of the stock to realize the pledged creditor’s rights is that on the one hand, because the stock market of listed companies is constantly fluctuating, after the court freezes it, if the pledgee cannot follow The agreement to change the price on its own will not only damage its legitimate rights and interests, but also ultimately damage the legal rights and interests of the debtor and the creditor of the case due to the missed opportunity of the price change.

On the other hand, unlike other properties, the stocks of listed companies are generally traded through the secondary market, with open trading prices. Under the supervision of the people’s court, the pledgee sells the shares on their own. Generally, there is no malicious collusion to transfer property at a low price. Issues that damage the rights and interests of creditors in the case.

　　The person in charge of the relevant department stated that, in other words, if the pledged stocks are not judicially frozen, the pledgee and the debtor can deal with the price change of the pledged stocks in accordance with the agreement reached by them in accordance with market rules. Under the traditional freezing method, this market-oriented operation The rules will be blocked.

The main purpose of the opinion is to return the price change method of frozen pledged stocks to market-oriented operating rules as much as possible without damaging the legal rights and interests of creditors in the case, and to minimize the impact of implementation measures on the pledged stock market.

　　In summary, allowing the pledgee to change the price of the stock to realize the pledged creditor's rights will not only help the pledgee to realize the creditor's rights in a timely manner, but also provide convenient conditions for the subsequent people's court to execute the released pledged stocks after the pledgee has realized the release of the pledged creditor's rights. .

　　If the creditor and debtor of the case have objections to the people's court allowing the pledgee to change the price, how should they be remedied?

The relevant person in charge stated that in the process of drafting opinions, attaches great importance to the protection of the rights and interests of creditors and debtors in the case, and has conducted comprehensive and systematic research and demonstration.

　　First, in accordance with the provisions of Article 225 of the Civil Procedure Law, if the parties or interested parties believe that the execution violates the legal provisions, they may file an objection to the people's court responsible for the execution.

Accordingly, if the creditor or debtor disagrees with the people's court allowing the pledgee to change the price on its own, they may raise an objection.

　　Secondly, when the people's court issues the change money to the pledgee, if the creditor or debtor has objections, it can be handled in accordance with the procedures of judicial interpretation regarding objections to and objections to the distribution plan of the case.

In the process of specific application of opinions, local courts shall strictly follow the relevant provisions of laws and judicial interpretations, fully protect the relief rights of creditors and debtors, and fairly protect the legitimate rights and interests of the parties and pledgee in accordance with the law.