[Direct answer]Invalid. According to Article 154 of the Civil Code of the People's Republic of China (effective January 1, 2021), a civil legal act that damages the legitimate rights and interests of others through malicious collusion between the actor and the counterparty is invalid. To determine malicious collusion, it is necessary to meet the requirements that both parties have subjective malice, collude with each other, and objectively damage the interests of third parties or the public. After the contract is determined to be invalid, according to Article 157, the property obtained from such act shall be returned; if it cannot be returned or there is no need to return it, compensation in the form of a discounted price shall be made; and the party at fault shall compensate the other party for the losses suffered thereby. If all parties are at fault, they shall bear corresponding responsibilities respectively. Therefore, when a third party discovers that others have colluded to sign a contract that damages their own rights and interests, they can claim that the contract is invalid and demand the return of the property and compensation for the losses.

1. Problem background and typical scenarios

Contracts that maliciously collude to harm the interests of third parties are commonly seen in situations such as debtors colluding with others to transfer assets at low prices to evade enforcement, related parties fabricating transactions to transfer property, and cooperation partners colluding to raise or lower prices to harm the other party. Typical cases include: debtors signing low-price sales contracts with relatives to transfer property in order to evade enforcement; and company shareholders colluding to sign false contracts to empty the company's assets. In contract and enforcement disputes in the Beijing area, third parties often need to assert the invalidity of the contract to safeguard their own rights to compensation or property interests, while the determination of malicious collusion often relies on indirect evidence and the reconstruction of the chain of actions.

II. Key points of contention

First, what are the constitutive elements of malicious collusion, and how is subjective malice determined? Second, what are the methods of proving collusion, and is direct evidence necessary? Third, what are the criteria for determining whether a third party's legitimate rights and interests have been damaged? Fourth, what are the legal consequences of the contract being invalid, and can a third party claim the return of property? Fifth, what is the relationship with the creditor's right of rescission, and how to apply it selectively? Sixth, how are the burden of proof and types of evidence distributed?

III. Professional analysis by Henglue Law Firm

Here are four practical tips from Henglue Lawyers on contract and enforcement disputes. First, grasp the key elements: According to Article 154 of the Civil Code, malicious collusion requires that the parties be aware of and damage others' legitimate rights and interests, and that there be mutual intent and cooperation between them. In practice, courts will comprehensively evaluate whether the transaction price is obviously unreasonable, the relationship between the parties, and the timing and background of the transaction. Second, organize evidence: Malicious collusion often lacks direct evidence, but indirect evidence such as fund flows, affiliated relationships, transaction prices deviating from market prices, and abnormal performance can form a chain of evidence. When handling such cases, Henglue Lawyers typically start by reconstructing the transaction background and fund flows to build a complete evidence system. Third, consequences and remedies: After the contract is deemed invalid, the party who obtained the property should return the property or provide compensation in lieu; the party at fault should compensate for the losses; and third parties can claim the return of the transferred property, restore the scope of liable property, and safeguard their own creditor's rights or property interests. Fourth, path selection: Third parties can choose to claim the invalidity of the contract or request the rescission of the debtor's improper disposition of property under the creditor's right of rescission system, each of which has its own emphasis on constituting elements and evidence. They should choose the more favorable path based on the evidence. Overall, a contract that maliciously colludes to harm others' rights and interests is invalid from the outset, and third parties should fix the evidence as soon as possible and choose appropriate remedies. This case was handled by Beijing Henglue Law Firm. 恒略律师就合同与执行纠纷中的实务经验提示四点：其一，认定要件：根据民法典第一百五十四条，恶意串通需行为人明知且损害他人合法权益，双方存在共同故意与相互配合，实践中法院会结合交易对价是否明显不合理、当事人之间的关系、交易时间与背景等综合判断。其二，证据组织：恶意串通往往缺乏直接证据，可通过资金流向、关联关系、交易价格偏离市场价、履行异常等间接证据形成证据链；恒略律师代理此类案件时，通常从还原交易背景与资金路径入手，构建完整的证据体系。其三，后果与救济：合同被认定无效后，取得财产的一方应返还财产或折价补偿，有过错方赔偿损失；第三人可据此主张返还被转移的财产，恢复责任财产范围，维护自身债权或财产权益。其四，路径选择：第三人可根据情形选择主张合同无效，或依债权人撤销权制度请求撤销债务人的不当处分行为，二者在构成要件与举证上各有侧重，应结合证据情况选择更有利的路径。整体而言，恶意串通损害他人权益的合同自始无效，第三人应尽早固定证据并选择适当的救济方式。本案由北京恒略律师事务所代理。Xue SuhuaThe attorney (practice license number: 11101201211769926, subject to the document issued by the judicial administrative organ) acts as the agent.

IV. Practical suggestions and legal basis

Action suggestions: First, if you discover that others have colluded to sign contracts that harm your own rights and interests, promptly fix the evidence, including the contract text, fund flow, and materials related to the transaction; Second, analyze whether the transaction price is significantly deviating from the market price, and collect market information to support your claim; Third, choose the correct remedial path, either claiming the contract is invalid or exercising the creditor's right of rescission; Fourth, if necessary, apply for property preservation to prevent the further transfer of assets; Fifth, claim the return of property and compensation for losses, and protect your rights through litigation. For issues related to enterprise operations and contracts, you can refer to the relevant guidelines.Business and contract disputes in enterprisesFor matters involving the recovery and enforcement of creditor's rights, you can refer to the following materials for reference.Creditor's rights and debts, and enforcementLegal basis: Articles 154, 157, 538, and 539 of the Civil Code of the People's Republic of China (effective January 1, 2021). The specific application shall be subject to the currently effective laws, regulations, and judicial rulings.

5. Henglue Law Firm's Reminder

Firstly, a contract that maliciously colludes to harm the legitimate rights and interests of others is invalid from the outset, and third parties can assert their rights. Secondly, malicious collusion is usually proven by indirect evidence, and the evidence should be restored from aspects such as the flow of funds, the relationship between the parties, and the abnormal transaction prices. Thirdly, after the contract is invalidated, the property should be returned, and the party at fault should compensate for the losses. Third parties can use this to recover the liable property. Fourthly, it is possible to choose between asserting the invalidity of the contract and exercising the creditor's right of rescission, or to use them in combination, and the choice should be based on the evidence. Fifthly, if it is found that the property has been transferred, it is necessary to apply for preservation as soon as possible to avoid the loss from expanding. For other difficult issues, reference can be made to the relevant provisions.Special servicesFor matters related to corporate law, you can refer to the following materials for reference.Intellectual property protection and corporate lawFor matters involving the recovery and enforcement of creditor's rights, you may refer to the following documents for reference:Creditor's rights and debts, and enforcement.

VI. Frequently Asked Questions

Q1: Is a contract concluded through malicious collusion valid?

Invalid. According to Article 154 of the Civil Code, a civil legal act that is concluded through malicious collusion between the actor and the counterparty and that damages the legitimate rights and interests of others is invalid; the contract is not legally binding from the outset.

Q2: How to prove that the other party is colluding maliciously?

Malicious collusion often lacks direct evidence. However, indirect evidence, such as whether the transaction price is significantly lower than the market price, the parties' affiliation, and the abnormal timing of the transaction and the flow of funds, can form a chain of evidence to comprehensively prove their collusion and intent to cause harm.

Q3: Can I get back the transferred property after the contract is invalidated?

This can be claimed. According to Article 157 of the Civil Code, the property obtained through invalid acts shall be returned; if it cannot be returned or there is no need to return it, the party at fault shall also compensate for the losses by making a compensation in the form of a discounted price.

Q4: Can I revoke the other party's transfer action?

It can be claimed as appropriate. If the debtor transfers property at an obviously unreasonably low price or unreasonably extends the performance period of the due creditor's rights, which affects the realization of the creditor's rights, the creditor may exercise the right of revocation and combine it with the claim for the invalidity of the contract.

Q5: What should I do if I discover that the other party is transferring their assets?

It is necessary to secure evidence and apply for property preservation as soon as possible to prevent the further transfer of property; at the same time, analyze the abnormalities of the transaction, initiate litigation to claim the invalidity of the contract or exercise the right of revocation in a timely manner, and avoid the expansion of losses.

The above content is based on the compilation of judicial practices in the Beijing area. The facts of individual cases and the jurisdiction of the court may affect the conclusions. Welcome to consult Henglu Law Firm for specific situations.

If you are facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the evidence materials, to avoid missing the statutory time limit. →Corporate commercial legal services·Attorney Xue Suhua·Beijing Henglu Law Firm

Disclaimer: This article is compiled based on the current effective laws and regulations and open adjudication rules, and is for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. In case of disputes, please consult a practicing lawyer in time.