| Notice of the Supreme People's Court on Issuing the Eleventh Group of Guiding Cases | | 最高人民法院关于发布第11批指导性案例的通知 |
| (No. 320 [2015] of the Supreme People's Court) | | （法〔2015〕320号） |
| The higher people's courts of all provinces, autonomous regions, and municipalities directly under the Central Government; the Military Court of the People's Liberation Army; and the Production and Construction Corps Branch of the Higher People's Court of Xinjiang Uygur Autonomous Region: | | 各省、自治区、直辖市高级人民法院，解放军军事法院，新疆维吾尔自治区高级人民法院生产建设兵团分院： |
| Upon deliberation and decision of the Judicial Committee of the Supreme People's Court, the case of Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. v. Changle Yaxin Sewage Treatment Co., Ltd. and Fuzhou Municipal Engineering Co., Ltd. regarding dispute over a financial loan contract and other three cases (Guiding Cases No. 53-56) are hereby issued as the eleventh group of guiding cases for references in trial of similar cases. | | 经最高人民法院审判委员会讨论决定，现将福建海峡银行股份有限公司福州五一支行诉长乐亚新污水处理有限公司、福州市政工程有限公司金融借款合同纠纷案等4个案例（指导案例53-56号），作为第11批指导性案例发布，供在审判类似案件时参照。 |
| Supreme People's Court | | 最高人民法院 |
| November 19, 2015 | | 2015年11月19日 |
| Guiding Case No. 53 | | 指导案例53号 |
| Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. v. Changle Yaxin Sewage Treatment Co., Ltd. and Fuzhou Municipal Engineering Co., Ltd.(Case of dispute over a financial loan contract) | | 福建海峡银行股份有限公司福州五一支行诉 长乐亚新污水处理有限公司、福州市政工程有限公司金融借款合同纠纷案 |
| (Issued on November 19, 2015 as deliberated and adopted by the Judicial Committee of the Supreme People's Court) | | （最高人民法院审判委员会讨论通过 2015年11月19日发布） |
| Keywords | | 关键词 |
| Civil; financial loan contract; pledge on proceeds; registration of pledge; realization of pledge | | 民事/金融借款合同/收益权质押/出质登记/质权实现 |
| Key Points of Judgment | | 裁判要点 |
| 1. The proceeds from franchises may be pledged and used as accounts receivable for the registration of pledge. | | 1.特许经营权的收益权可以质押，并可作为应收账款进行出质登记。 |
| 2. It is inappropriate to discount, auction, or sell off proceeds from franchises according to its nature. Where the pledgee claims priority in receiving payment for its compensation, the people's court may order that the debtor that pledges the creditor's rights should make a priority payment of accounts receivable of proceeds to the pledgee. | | 2.特许经营权的收益权依其性质不宜折价、拍卖或变卖，质权人主张优先受偿权的，人民法院可以判令出质债权的债务人将收益权的应收账款优先支付质权人。 |
| Legal Provisions | | 相关法条 |
| Article 208, Article 223, and paragraph 1 of Article 228 of the Property Law of the People's Republic of China | | 《中华人民共和国物权法》第208条、第223条、第228条第1款 |
| Basic Facts | | 基本案情 |
| Plaintiff Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. (hereinafter referred to as “Wuyi Sub-branch of Haixia Bank”) alleged that: After concluding a unit loan contract with defendant Changle Yaxin Sewage Treatment Co., Ltd. (hereinafter referred to as “Changle Yaxin Company”), it lent a loan of 30 million yuan to defendant. Defendant Fuzhou Municipal Engineering Co., Ltd. (hereinafter referred to as “Fuzhou Municipal Company”) provided the joint and several liability guarantee for the aforesaid loan. Plaintiff Wuyi Sub-branch of Haixia Bank, defendants Changle Yaxin Company and Fuzhou Municipal Company, and a party not involved in this case, the Construction Bureau of Changle City, concluded a Guarantee Agreement on the Pledge on Franchises, in which Fuzhou Municipal Company provided pledge guarantee with the franchises of the sewage treatment projects of Changle City. Since Changle Yaxin Company failed to pay the loan principal and the interest thereof as scheduled, plaintiff requested the court to order that Changle Yaxin Company should pay plaintiff the loan principal and the interest thereof; and to determine that the Guarantee Agreement on the Pledge on Franchises was valid and effective and plaintiff enjoyed priority in receiving payment for its compensation with the pledged propriety under this Agreement that was auctioned or sold off; the service charges of sewage treatment paid by the Construction Bureau of Changle City to the two defendants should be preferentially used to repay all debt payables to plaintiff; and Fuzhou Municipal Company should assume the joint and several liability for repayment. | | 原告福建海峡银行股份有限公司福州五一支行（以下简称海峡银行五一支行）诉称：原告与被告长乐亚新污水处理有限公司（以下简称长乐亚新公司）签订单位借款合同后向被告贷款3000万元。被告福州市政工程有限公司（以下简称福州市政公司）为上述借款提供连带责任保证。原告海峡银行五一支行、被告长乐亚新公司、福州市政公司、案外人长乐市建设局四方签订了《特许经营权质押担保协议》，福州市政公司以长乐市污水处理项目的特许经营权提供质押担保。因长乐亚新公司未能按期偿还贷款本金和利息，故诉请法院判令：长乐亚新公司偿还原告借款本金和利息；确认《特许经营权质押担保协议》合法有效，拍卖、变卖该协议项下的质物，原告有优先受偿权；将长乐市建设局支付给两被告的污水处理服务费优先用于清偿应偿还原告的所有款项；福州市政公司承担连带清偿责任。 |
| Defendants Changle Yaxin Company and Fuzhou Municipal Company contended that: The franchises of Changle Urban Sewage Treatment Plant were not statutory rights that may be pledged and the formalities for the pledge registration of such franchises were not handled. Therefore, plaintiff's claims for auctioning and selling off the franchises of Changle Urban Sewage Treatment Plant lacked legal basis. | | 被告长乐亚新公司和福州市政公司辩称：长乐市城区污水处理厂特许经营权，并非法定的可以质押的权利，且该特许经营权并未办理质押登记，故原告诉请拍卖、变卖长乐市城区污水处理厂特许经营权，于法无据。 |
| After a trial, the court found that: In 2003, the Construction Bureau of Changle City (as the transferor), Fuzhou Municipal Company (as the transferee), and the Public Finance Bureau of Changle City (as the witness) concluded a Contract on the Franchised Construction and Operation of Changle Urban Sewage Treatment Plant, which stipulated that the Construction Bureau of Changle City granted the franchises to invest, construct, operate, and maintain the projects of Changle Urban Sewage Treatment Plant and the auxiliary facilities to Fuzhou Municipal Company and both parties to the Contract made detailed stipulations on the rights and obligations thereof. On October 22, 2004, Changle Yaxin Company was incorporated. It was a project company established by Fuzhou Municipal Company for the performance of the Contract on the Franchised Construction and Operation of Changle Urban Sewage Treatment Plant. | | 法院经审理查明：2003年，长乐市建设局为让与方、福州市政公司为受让方、长乐市财政局为见证方，三方签订《长乐市城区污水处理厂特许建设经营合同》，约定：长乐市建设局授予福州市政公司负责投资、建设、运营和维护长乐市城区污水处理厂项目及其附属设施的特许权，并就合同双方权利义务进行了详细约定。2004年10月22日，长乐亚新公司成立。该公司系福州市政公司为履行《长乐市城区污水处理厂特许建设经营合同》而设立的项目公司。 |
| On March 24, 2005, Wuyi Sub-branch of Fuzhou Commercial Bank and Changle Yaxin Company concluded a Unit Loan Contract, which stipulated that Changle Yaxin Company borrowed a loan of 30 million yuan from Wuyi Sub-branch of Fuzhou Commercial Bank; the loan was borrowed for the BOT project of Changle Urban Sewage Treatment Plant; the loan term was 13 years, effective from March 25, 2005 to March 25, 2018; and the calculation methods for the interest and late payment penalties were also specified. Fuzhou Municipal Company assumed the joint and several liability guarantee for the aforesaid loan of Changle Yaxin Company. | | 2005年3月24日，福州市商业银行五一支行与长乐亚新公司签订《单位借款合同》，约定：长乐亚新公司向福州市商业银行五一支行借款3000万元；借款用途为长乐市城区污水处理厂BOT项目；借款期限为13年，自2005年3月25日至2018年3月25日；还就利息及逾期罚息的计算方式作了明确约定。福州市政公司为长乐亚新公司的上述借款承担连带责任保证。 |
| On the same day, Wuyi Sub-branch of Fuzhou Commercial Bank, Changle Yaxin Company, Fuzhou Municipal Company, and the Construction Bureau of Changle City jointly concluded a Guarantee Agreement on the Pledge on Franchises, which stipulated that Fuzhou Municipal Company provided a pledge guarantee for the loan borrowed by Changle Yaxin Company from Wuyi Sub-branch of Fuzhou Commercial Bank with the franchises granted to it under the Agreement on the Franchised Construction and Operation of Changle Urban Sewage Treatment Plant, and the Construction Bureau of Changle City consented to such guarantee; Fuzhou Municipal Company agreed that the proceeds from the franchises would be preferentially used for repaying Changle Yaxin Company's debts under the loan contract, and the Construction Bureau of Changle City and Fuzhou Municipal Company agreed that the sewage treatment charges would be preferentially used for repaying Changle Yaxin Company's debts under the loan contract; and if the loan borrowed from Wuyi Sub-branch of Fuzhou Commercial Bank was not paid off, Wuyi Sub-branch of Fuzhou Commercial Bank had the right to realize the right of pledge by auction and other means according to the law. | | 同日，福州市商业银行五一支行与长乐亚新公司、福州市政公司、长乐市建设局共同签订《特许经营权质押担保协议》，约定：福州市政公司以《长乐市城区污水处理厂特许建设经营协议》授予的特许经营权为长乐亚新公司向福州市商业银行五一支行的借款提供质押担保，长乐市建设局同意该担保；福州市政公司同意将特许经营权收益优先用于清偿借款合同项下的长乐亚新公司的债务，长乐市建设局和福州市政公司同意将污水处理费优先用于清偿借款合同项下的长乐亚新公司的债务；福州市商业银行五一支行未受清偿的，有权依法通过拍卖等方式实现质押权利等。 |
| After the aforesaid contract was concluded, Wuyi Sub-branch of Fuzhou Commercial Bank issued a loan of 30 million yuan to Changle Yaxin Company as agreed. From October 21, 2007, Changle Yaxin Company failed to pay the full amount of the loan principal and interest on schedule as agreed. | | 上述合同签订后，福州市商业银行五一支行依约向长乐亚新公司发放贷款3000万元。长乐亚新公司于2007年10月21日起未依约按期足额还本付息。 |
| It was also found that: On April 28, 2007, Wuyi Sub-branch of Fuzhou Commercial Bank was renamed Wuyi Sub-branch of Fuzhou Commercial Bank Co., Ltd.; and on December 1, 2009, it was renamed Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. | | 另查明，福州市商业银行五一支行于2007年4月28日名称变更为福州市商业银行股份有限公司五一支行；2009年12月1日其名称再次变更为福建海峡银行股份有限公司五一支行。 |
| Judgment | | 裁判结果 |
| On May 16, 2013, the Intermediate People's Court of Fuzhou City, Fujian Province entered a civil judgment (No. 661 [2012], First, Civil Division, Fuzhou) that: (1) Changle Yaxin Sewage Treatment Co., Ltd. should, within ten days after the judgment came into force, pay Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. the loan principal of 28,714,764.43 yuan and the interest thereof (which was temporarily calculated to 2,142,597.6 yuan until August 21, 2012 and the interest would be calculated thereafter according to the stipulations of the Unit Loan Contract until the date when the loan principal and interest thereof were paid off); (2) Changle Sewage Treatment Co., Ltd. should, within ten days after the judgment came into force, pay Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. the lawyer's fees of 123,640 yuan; (3) Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. should, from the date when the judgment came into force, be entitled to directly charge the Construction Bureau of Changle City the sewage treatment service charges that should be paid by the Construction Bureau of Changle City to Changle Yaxin Sewage Treatment Co., Ltd. and Fuzhou Municipal Engineering Co., Ltd. and with such sewage treatment service charges, Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. should exercise priority in receiving payment for the debts as determined in items (1) and (2) of this judgment; (4) Fuzhou Municipal Engineering Co., Ltd. should assume the joint and several liability for the debts as determined in items (1) and (2) of this judgment; and (5) other claims of Fuzhou Wuyi Sub-branch of Fujian Haixia Bank Co., Ltd. should be dismissed. After the judgment was pronounced, both defendants appealed. On September 17, 2013, the Higher People's Court of Fujian Province entered a civil judgment (No. 870 [2013], Final, Civil Division, HPC, Fujian) that dismissed the appeals and affirmed the original judgment. | | 福建省福州市中级人民法院于2013年5月16日作出（2012）榕民初字第661号民事判决：一、长乐亚新污水处理有限公司应于本判决生效之日起十日内向福建海峡银行股份有限公司福州五一支行偿还借款本金28714764.43元及利息（暂计至2012年8月21日为2142597.6元，此后利息按《单位借款合同》的约定计至借款本息还清之日止）；二、长乐亚新污水处理有限公司应于本判决生效之日起十日内向福建海峡银行股份有限公司福州五一支行支付律师代理费人民币123640元；三、福建海峡银行股份有限公司福州五一支行于本判决生效之日起有权直接向长乐市建设局收取应由长乐市建设局支付给长乐亚新污水处理有限公司、福州市政工程有限公司的污水处理服务费，并对该污水处理服务费就本判决第一、二项所确定的债务行使优先受偿权；四、福州市政工程有限公司对本判决第一、二项确定的债务承担连带清偿责任；五、驳回福建海峡银行股份有限公司福州五一支行的其他诉讼请求。宣判后，两被告均提起上诉。福建省高级人民法院于2013年9月17日作出福建省高级人民法院（2013）闽民终字第870号民事判决，驳回上诉，维持原判。 |
| Judgment's Reasoning | | 裁判理由 |
| In the effective judgment, the court held that: Defendant Changle Yaxin Company failed to pay plaintiff the loan principal and the interest thereof as agreed, which act has constituted breach of contract. Therefore, it should pay plaintiff the loan principal and the interest thereof, and the charges incurred by the realization of the claims. As the guarantor of joint and several liability, Fuzhou Municipal Company should assume the joint and several liability for the repayment of the debts in dispute. The focal disputes of this case were whether the pledge on the franchises of the sewage treatment project was valid and how the right of pledge was realized. | | 法院生效裁判认为：被告长乐亚新公司未依约偿还原告借款本金及利息，已构成违约，应向原告偿还借款本金，并支付利息及实现债权的费用。福州市政公司作为连带责任保证人，应对讼争债务承担连带清偿责任。本案争议焦点主要涉及污水处理项目特许经营权质押是否有效以及该质权如何实现问题。 |
| I. Whether the franchises of the sewage treatment project may be pledged | | 一、关于污水处理项目特许经营权能否出质问题 |
| The franchise of a sewage treatment project was the right to operate and maintain the sewage treatment plant and obtain the corresponding proceeds. The operation and maintenance of a sewage treatment plant were obligations of the operator and enjoying the proceeds from the operation of the sewage treatment plant was the right of the operator. Since the operation and maintenance of a sewage treatment plant were not transferable property rights, the pledge on the franchises of the sewage treatment project in dispute was substantially the pledge on the proceeds from the sewage treatment project. | | 污水处理项目特许经营权是对污水处理厂进行运营和维护，并获得相应收益的权利。污水处理厂的运营和维护，属于经营者的义务，而其收益权，则属于经营者的权利。由于对污水处理厂的运营和维护，并不属于可转让的财产权利，故讼争的污水处理项目特许经营权质押，实质上系污水处理项目收益权的质押。 |
| As to the issue of whether proceeds from the franchises of a sewage treatment project and other projects may be pledged, the following aspects should be taken into account: First, the Guarantee Agreement on the Pledge on Franchises of the sewage treatment project in dispute was concluded in 2005. Although the laws, administrative regulations, and relevant judicial interpretations at the time did not provide that proceeds from a sewage treatment project may be pledged, such proceeds were similar to those of highways in nature. Article 97 of the Judicial Interpretation of the Supreme People's Court on Some Issues concerning the Application of the Guarantee Law of the People's Republic of China provides that “Item (4) of Article 75 of the Guarantee Law shall apply to the pledge on proceeds from such real property as highway bridges, highway tunnels or ferries” and specified that proceeds from highways were other rights that may be pledged according to the law. Therefore, similar proceeds from sewage treatment should also be allowed to be pledged. Second, the Opinions of the Office of the State Council for the Development of Western Regions on the Implementation of Several Policies concerning the Development of China's Vast Western Regions forwarded by the General Office of the State Council on September 29, 2001 (No. 73 [2001], General Office of the State Council) provided that “For water conservancy development projects and urban environmental protection projects (for example, urban sewage treatment and garbage disposal) with certain loan repayment capabilities, services of issuing loans on the basis of the pledge on proceeds from projects or charging rights shall be gradually launched through exploration.” This provision specified for the first time that a pilot program of pledging proceeds from sewage treatment projects may be conducted. Third, although proceeds from a sewage treatment project were monetary claims in the future, both the exercise period and the amount of proceeds were ascertainable. Therefore, such proceeds were ascertainable property rights. Fourth, after the issuance and implementation of the Property Law of the People's Republic of China (hereinafter referred to as the “Property Law”), since proceeds from a sewage treatment project were monetary claims in the future arising from the provision of sewage treatment services, such proceeds may, according to their nature, also be incorporated into the scope of “accounts receivable” that may be pledged according to the law. Therefore, proceeds from the sewage treatment project in dispute were specific property rights, and were allowed to be pledged. | | 关于污水处理项目等特许经营的收益权能否出质问题，应当考虑以下方面：其一，本案讼争污水处理项目《特许经营权质押担保协议》签订于2005年，尽管当时法律、行政法规及相关司法解释并未规定污水处理项目收益权可质押，但污水处理项目收益权与公路收益权性质上相类似。《最高人民法院关于适用〈中华人民共和国担保法〉若干问题的解释》第九十七条规定，“以公路桥梁、公路隧道或者公路渡口等不动产收益权出质的，按照担保法第七十五条第（四）项的规定处理”，明确公路收益权属于依法可质押的其他权利，与其类似的污水处理收益权亦应允许出质。其二，国务院办公厅2001年9月29日转发的《国务院西部开发办〈关于西部大开发若干政策措施的实施意见〉》（国办发〔2001〕73号）中提出，“对具有一定还贷能力的水利开发项目和城市环保项目（如城市污水处理和垃圾处理等），探索逐步开办以项目收益权或收费权为质押发放贷款的业务”，首次明确可试行将污水处理项目的收益权进行质押。其三，污水处理项目收益权虽系将来金钱债权，但其行使期间及收益金额均可确定，其属于确定的财产权利。其四，在《中华人民共和国物权法》（以下简称《物权法》）颁布实施后，因污水处理项目收益权系基于提供污水处理服务而产生的将来金钱债权，依其性质亦可纳入依法可出质的“应收账款”的范畴。因此，讼争污水处理项目收益权作为特定化的财产权利，可以允许其出质。 |
| II. Publication of the pledge on proceeds from the sewage treatment project | | 二、关于污水处理项目收益权质权的公示问题 |
| As to the issue on the publication of the pledge on proceeds from the sewage treatment project, after the implementation of the Property Law since October 1, 2007, such proceeds have been incorporated into the scope of “accounts receivables” as prescribed in item (6) of Article 223 of the Property Law. Therefore, such proceeds should be under the registration of pledge in the System of the Credit Reference Center of the People's Bank of China for the Registration and Publication of the Pledge on Accounts Receivable. The pledge guarantee agreement in this case was concluded in 2005 before the implementation of the Property Law. Therefore, the system for the uniform registration of accounts receivable under the Property Law did not apply to such pledge guarantee agreement. Since there was no provision on uniform registration and publication at the time, in accordance with the provisions on the registration of the pledge on highway toll rights, the competent department may conduct recordation and registration and the relevant interested persons may know whether such proceeds were pledged through the competent department. Therefore, the proceeds from a sewage treatment project had such an effect of property right publication. | | 对于污水处理项目收益权的质权公示问题，在《物权法》自2007年10月1日起施行后，因收益权已纳入该法第二百二十三条第六项的“应收账款”范畴，故应当在中国人民银行征信中心的应收账款质押登记公示系统进行出质登记，质权才能依法成立。由于本案的质押担保协议签订于2005年，在《物权法》施行之前，故不适用《物权法》关于应收账款的统一登记制度。因当时并未有统一的登记公示的规定，故参照当时公路收费权质押登记的规定，由其主管部门进行备案登记，有关利害关系人可通过其主管部门了解该收益权是否存在质押之情况，该权利即具备物权公示的效果。 |
| In this case, the Construction Bureau of Changle City affixed its seal in the Guarantee Agreement on the Pledge on Franchises and Clause 7 of the Agreement specified that “The Construction Bureau of Changle City agreed to handle the formalities for pledge registration for plaintiff and Fuzhou Municipal Company.” Therefore, it may be determined that the competent department of the sewage treatment project in dispute has known and recognized the pledge on franchises and the relevant interested persons may also get to know the pledge on the relevant rights of the sewage treatment plant in dispute through the inquiry of the Construction Bureau of Changle City. Therefore, the pledge on the right in dispute has satisfied the essential conditions for publication and the right of pledge has been established. | | 本案中，长乐市建设局在《特许经营权质押担保协议》上盖章，且协议第七条明确约定“长乐市建设局同意为原告和福州市政公司办理质押登记出质登记手续”，故可认定讼争污水处理项目的主管部门已知晓并认可该权利质押情况，有关利害关系人亦可通过长乐市建设局查询了解讼争污水处理厂的有关权利质押的情况。因此，本案讼争的权利质押已具备公示之要件，质权已设立。 |
| III. Methods for realizing the right of pledge on proceeds from the sewage treatment project | | 三、关于污水处理项目收益权的质权实现方式问题 |
The Guarantee Law and the Property Law of the People's Republic of China did not specify methods for realizing the pledge on rights; instead, there were only general provisions on realizing the right of pledge in such laws, namely, when exercising the right of pledge, the pledgee may conclude an agreement with the pledgor stipulating that the pledgee would enjoy priority in receiving payment for his compensation with the discount of the pledged property or payment from the auction or selling-off of the pledged property. However, proceeds from the sewage treatment project were the monetary claims in the future and the pledgee may request the court to order that the pledgee should directly charge the pledgor the amount of money and enjoy priority in receiving payment for its compensation with such amount of money. Therefore, it was unnecessary to adopt such measures as discount, auction, and selling-off. In addition, since such proceeds were all accompanied by some burdens and the business operator of such proceeds was specific, such proceeds were inappropriate to be auctioned or sold off. Therefore, the claims of plaintiff that the pledged property under the Guarantee Agreement on the Pledge on Franchises should be auctioned or sold off and plaintiff enjoyed priority in receiving payment for its compensation should not be supported.
．．．．．． | | 我国担保法和物权法均未具体规定权利质权的具体实现方式，仅就质权的实现作出一般性的规定，即质权人在行使质权时，可与出质人协议以质押财产折价，或就拍卖、变卖质押财产所得的价款优先受偿。但污水处理项目收益权属于将来金钱债权，质权人可请求法院判令其直接向出质人的债务人收取金钱并对该金钱行使优先受偿权，故无需采取折价或拍卖、变卖之方式。况且收益权均附有一定之负担，且其经营主体具有特定性，故依其性质亦不宜拍卖、变卖。因此，原告请求将《特许经营权质押担保协议》项下的质物予以拍卖、变卖并行使优先受偿权，不予支持。
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