[Direct answer]It is necessary to distinguish the different scenarios. First, when the respondent is a branch office. According to the "Provisions of the Supreme People's Court on Several Issues Concerning the Change and Addition of Parties in Civil Enforcement" (effective December 1, 2016), if the legal person branch office of the respondent is unable to pay off the debts determined by the effective legal documents, and the applicant for enforcement applies to change or add the legal person as the respondent, the people's court shall support it; if the liable property directly managed by the legal person is still unable to pay off the debts, the people's court may directly enforce the property of the other branches of the legal person. Second, when the respondent is a legal person. If the property directly managed by the legal person is insufficient to pay off the debts, the property of its branches may be enforced. Third, the legal basis lies in the legal status of the branch office. According to Article 14 of the "Company Law of the People's Republic of China" (amended in 2023 and effective July 1, 2024), a company may establish branches, but the branches do not have legal person status, and their civil liabilities shall be borne by the company. As for whether the branch office can be added as a respondent, the key lies in whether the branch office has obtained a business license and operated in accordance with the law, and whether it belongs to the circumstances that can be legally added. In practice, it is usually handled by considering the branch office as a part of the legal person and directly enforcing the property managed by it. If it is added erroneously, remedies can be sought in accordance with the provisions of the "Civil Procedure Law of the People's Republic of China" (amended in 2023) on enforcement objections and enforcement reversal.Creditor's rights and debts, and enforcement casesYou can view similar questions in this column.

1. Problem background and typical scenarios

When parties consult on this issue, they are usually in one of the following situations: First, the debtor identified in the judgment is a branch of a certain company, but during enforcement, it is found that there are no enforceable assets under the branch's name, so they want to pursue the parent company; Second, the creditor hopes to include other branches established by the parent company in the scope of enforcement; Third, the party has been mistakenly added as the person subject to enforcement, and their property has been seized. They want to understand the path for its return; Fourth, after the creditor's rights have been transferred, the applicant for enforcement has changed, and the person subject to enforcement needs to claim the return from the new applicant for enforcement. When handling such cases in the Beijing area, we usually first check the subject of enforcement identified in the effective legal documents, then determine the liability relationship between the branch and the parent company, and finally choose to change or add the parties involved or directly enforce the corresponding assets. For cases involving a change in the applicant for enforcement after the transfer of creditor's rights, we can refer to it together.Business and contract disputes in enterprisesColumn.

II. Key points of contention

First, whether the branch company has an independent litigation and enforcement subject status, and who should bear its civil liability. Second, the statutory circumstances and procedures for changing or adding enforcement subjects, and which cases can be directly applied for and which require separate litigation. Third, the execution order of the legal person's directly managed liabilities and the branch's assets. Fourth, the handling of enforcement based on revoked execution grounds, and the returned execution proceeds should be returned. Fifth, the application and scope of execution reversal, and whether it includes accrued interests. Sixth, the enforcement objection and review path for erroneous addition of enforcement subjects. Seventh, when applying for a change of the execution creditor after the transfer of creditor's rights, how to determine the subject of the return obligation. Specific determinations shall be based on the currently effective laws, regulations, and judicial rulings.

III. Professional analysis by Henglue Lawyers

Taking the case of enforcement objection and execution reversal jointly represented by Attorneys Ma Qianwen and Song Meina of our firm as an example: A group company had a loan dispute with Liu Gang, Li Hongmei, and Liu Qingqing. On August 2, 2018, the People's Court of Zhongshan District, Dalian City mistakenly added Liu Gang's wife Li Hongmei and daughter Liu Qingqing as the parties subject to enforcement. Subsequently, the creditor transferred the rights to Zhang Nan, who became the applicant for enforcement. The court successively deducted and transferred relevant funds, including the auction proceeds of Liu Qingqing's house of 2,370,670 yuan and her deposits; deducted and auctioned Li Hongmei's bank shares to release 1,696,320 yuan; and deducted Liu Gang's income-based insurance of 1,110,560.55 yuan. On August 19, 2024, the court revoked the additional enforcement order, and on November 25 of the same year, it ruled to reject the additional enforcement objection and required Zhang Nan to return Li Hongmei's property and accrued interests, to which Zhang Nan raised objections. In their legal opinions, the attorneys pointed out that the divorce agreement was legal and valid; Li Hongmei's house had been registered in 2010; the 2017 divorce agreement was a true expression of intent; there was no malicious collusion to transfer property; and the execution reversal was a legal procedure for the court to correct its own erroneous additions. Li Hongmei and Liu Qingqing were not the responsible parties, and the executed funds should be returned after the revocation of the additional enforcement order. According to relevant enforcement regulations, the execution reversal should include the accrued interests on the acquired property, and Zhang Nan's argument that the rent would be offset against the accrued interests lacked legal basis. The court adopted the attorneys' opinions, ruling to amend the first item of the enforcement order and ordering Zhang Nan to return Li Hongmei's enforcement funds of 2,057,814.61 yuan and accrued interests within ten days of receiving the ruling, and rejecting other objection requests. The lesson of this case is that the addition of an enforced party must strictly comply with statutory conditions. Once it is determined to be erroneous, it can be corrected through objection and review, or the recovered property and accrued interests can be recovered through execution reversal after the enforcement basis is revoked. This case was handled by Beijing Henglu Law Firm. 以本所马茜文律师、宋美娜律师共同代理的一起执行异议与执行回转案件为例：某集团公司与刘刚、李红梅、刘晴晴存在借贷纠纷，大连市中山区人民法院于2018年8月2日错误追加刘刚的妻子李红梅、女儿刘晴晴为被执行人。此后债权转让，张楠变更为申请执行人，法院陆续扣划了相关款项，包括刘晴晴房屋拍卖余款2370670元及存款，扣划李红梅存款26096.26元并拍卖其银行股权发放1696320元，还扣划了刘刚收益类保险1110560.55元。2024年8月19日，法院撤销了追加裁定，同年11月25日裁定驳回了追加异议，并要求张楠返还李红梅财产及孳息，张楠对此提出异议。两位律师在代理意见中指出：离婚协议合法有效，李红梅的房屋2010年即已登记，2017年离婚协议系真实意思表示，未存在恶意串通转移财产的情形；执行回转是法院纠正自身错误追加的合法程序，李红梅、刘晴晴并非责任主体，追加裁定被撤销后已执行的财产理应返还；依相关执行规定，执行回转应当包含已取得财产的孳息，张楠以租金折抵及不承担孳息的理由缺乏法律依据。法院采纳律师意见，裁定变更执行裁定第一项，判令张楠收到裁定之日起十日内返还李红梅执行款2057814.61元及孳息，驳回其他异议请求。本案启示在于，追加被执行人必须严格符合法定情形，一旦被认定有误，既可以通过异议、复议纠正，也可以在执行依据被撤销后通过执行回转追回财产与孳息。本案由北京恒略律师事务所代理。Marcia WenThe attorney (practice license number: 11101202411865324, subject to the document issued by the judicial administrative organ) acts as the agent.

IV. Practical suggestions and legal basis

Action suggestions: First, check the subject of enforcement determined by the enforcement basis, and then determine the responsibility relationship between the branch company and the head company. For specific situations, please refer to the relevant provisions.Creditor's rights and debts, and enforcement cases1. The first step is to determine the subject of enforcement. If the subject of enforcement is a branch company and it is unable to pay off the debt, the applicant shall apply to the enforcement court to change or add the head company as the subject of enforcement, and submit the materials related to the subject relationship and registration; 2. To clarify the property status, the applicant may retrieve the registration and operating information of the head company and other branches through the Enterprise Credit Information Disclosure System; 3. If the applicant is wrongly added as the subject of enforcement, he/she shall promptly raise an enforcement objection and, if dissatisfied with the ruling on the objection, apply for a review to the people's court at the next higher level; 4. After the enforcement basis is revoked, the applicant may apply for the return of the property and its accrued interests in accordance with the provisions on the reversal of enforcement in the Civil Procedure Law of the People's Republic of China; 5. If the creditor's rights have been transferred, attention should be paid to the determination of the subject of the obligation to return after the applicant's change, and continuous attention should be paid to the contractual relationship involved.Business and contract disputes in enterprisesColumn. Legal basis: Article 14 of the Company Law of the People's Republic of China (amended in 2023 and implemented on July 1, 2024); the "Provisions of the Supreme People's Court on Several Issues Concerning the Change and Addition of Parties in Civil Enforcement" (implemented on December 1, 2016); the provisions on enforcement objections, reconsideration, and enforcement reversal in the Civil Procedure Law of the People's Republic of China (amended in 2023); the provisions on enforcement reversal in the "Provisions of the Supreme People's Court on Several Issues Concerning the Enforcement Work of the People's Courts (Trial)"; the specific application shall be subject to the currently effective laws, regulations, and judicial rulings.

5. Henglue Law Firm's Reminder

Firstly, a branch office does not have legal person status, and its civil liability shall be borne by the company, which is the basic premise for determining the subject of liability. Secondly, there are statutory circumstances and procedures for changing or adding the party subject to enforcement, which is not an arbitrary expansion. Thirdly, if a party is wrongly added, it shall promptly raise objections and apply for review to avoid having its property controlled for a long time. Fourthly, the execution reversal not only returns the principal of the property, but also usually includes the accrued interest. Fifthly, the transfer of creditor's rights does not change the essence of the obligation to return the property, and the person who obtains the property subject to enforcement shall bear the responsibility to return it. Sixthly, the determination of the execution subject directly affects whether the creditor's rights can be realized, so it is recommended to conduct an investigation of the subject and the property before applying for enforcement.

VI. Frequently Asked Questions

Q1: Can a branch office be an executor?

When a branch office is unable to pay off the debts determined by effective legal documents, the applicant for enforcement may apply to change or add the legal person as the party subject to enforcement; if the property directly managed by the legal person is still unable to pay off the debts, the property of the legal person's other branch offices may be enforced.

Q2: Can the branch office directly sue the head office for the money it owes?

According to Article 14 of the Company Law of the People's Republic of China, a branch does not have legal person status, and its civil liability shall be borne by the company. Therefore, in terms of liability assumption, the head office can usually be held accountable. The specific choice of litigation subject needs to be determined based on the circumstances of the case.

Q3: Do I need to file an additional lawsuit to add a defendant to the enforcement proceedings?

In some cases, you can directly apply to the executing court for a change or addition, and the court will review and make a ruling on the application. If you are not satisfied with the ruling, you can file a lawsuit challenging the enforcement according to the relevant provisions. The specific process will depend on the circumstances of the case.

Q4: How can one seek relief if they are mistakenly added as a person subject to enforcement?

You can raise an objection to the enforcement according to law, and if you are not satisfied with the ruling on the objection, you can apply for a review to the people's court at the next higher level; if the ruling used as the basis for enforcement is revoked, you can also apply for the reversal of enforcement and request the return of the property and interest that have been enforced.

Q5: Does the execution of a repurchase agreement include interest?

It usually includes the following: When executing a reversal, the property and its accrued interests that have been obtained should be returned. If the person who obtained the property refuses to return it, the people's court may enforce it by force; the specific amount shall be determined according to the form of the property and the actual income.

The above content is based on the judicial practice in the Beijing area. The facts of individual cases and the jurisdiction of the court may affect the conclusions. Welcome to consult Henglue Lawyers about specific situations.

If you are currently facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the necessary evidence to avoid missing the statutory time limit.Legal services for creditor-debtor disputes·Attorney Ma Qianwen·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. If you encounter disputes, please consult a practicing lawyer in time.