~ provide consultation and reply opinions on issues such as the pledge of store management rights.

According to the provisions of People's Republic of China (PRC) Property Law, People's Republic of China (PRC) Guarantee Law and People's Republic of China (PRC) Contract Law, we believe that the right to lease management as a pledge has no clear legal recognition; There are certain legal risks in applying the lease management right transfer agreement as a guarantee measure. The specific opinions are as follows:

1. According to the principle of "legal property rights" stipulated in Article 5 of the Property Law of People's Republic of China (PRC), the types and contents of property rights are stipulated by law, but there is no law that the lease management right can be used as the pledge target, so we think it cannot be used as the pledge target.

There is no clear law on whether the right to lease and operate a house can be the subject of security interest. There have always been different views in theory and practice. Some people think that the right to lease the house can be attributed to the accounts receivable in Item 6 of Article 223 of People's Republic of China (PRC) Property Law, or other property rights that can be pledged according to laws and administrative regulations in Item 7.

However, this statement also has some shortcomings: the right to lease management is not accounts receivable, but more the right to use things; As for the so-called other property rights that can be pledged by laws and administrative regulations, we can't find any laws and administrative regulations that stipulate that the lease management right belongs to the property rights that can be pledged. Therefore, we believe that the right to lease management cannot be used as the object of security interest.

If it is stipulated in the agreement that the lease right is the object of security interest, if the lawsuit goes to the court, it is likely to be considered as invalid by the court.

2. In order to control the exchange value of the store lease right, the guarantee company entered into a lease right transfer agreement with the borrower, so as to directly accept the store lease right after compensation, so as to compensate its own losses. This agreement still has some legal risks.

First of all, the right to lease management is a lease contract based on creditor's rights after all. Whether the lease contract is fulfilled depends largely on whether the lessor fulfills the house lease contract. If the lease contract is not fulfilled, the operating benefits generated by the leased store cannot be guaranteed.

Secondly, the lease management right is agreed to be transferred with compensation. If the original lessee does not cooperate, it is difficult for the court to sentence him to continue to perform the contract-transfer the lease management right. If so, as the guarantor of the transferee, it is difficult to realize the expectation of obtaining the right to operate the store.

Finally, even if the leased store is successfully transferred to the guarantor, whether the owner agrees to the guarantor's continued transfer or sublease has a key impact on whether the guarantor can recover the compensation funds.

Based on the above points, we believe that:

Even if we want to control the borrower in the right to lease management, it is best to design the contract for the transfer of the right to lease management as an independent contract, rather than a mortgage contract of a loan contract or a guarantee contract, so as to avoid the risk that the right to lease management is denied by the court as the subject matter of the security right; If the relationship between the two parties is designed as the transfer of lease management rights, it is advisable to obtain the consent of the store lessor first, so as to avoid identifying the transfer of the store by the borrower as illegal subletting and harming the interests of the transferee.