“股份代持”问题是新三板挂牌中常碰到的问题,全国股转系统也明确要求企业清理好股权代持问题。该问题的出现可能会损害到拟挂牌公司股权的清晰性,进而可能引起很多的利益纠葛和法律纠纷,股权代持问题的解决往往会拖慢项目进度。从新三板项目实际情况出发,概述股权代持的涵义及特征,分析新三板股权代持产生的原因,进而提出新三板股权代持的解决思路。 “Share proxy ” issue is often encountered in the new three-board listing problems, the national stock transfer system also clearly requires enterprises to clean up the issue of ownership. The emergence of this issue may damage the clarity of the equity of the companies to be listed, which in turn may cause many disputes and legal disputes. The settlement of the equity ownership will often delay the progress of the project. Based on the actual conditions of the Third Pilot Project, this paper gives an overview of the meaning and characteristics of the equity substitute, analyzes the causes of the formation of the equity of the new Third Board, and then proposes the solutions to the problem.