本文对矿业权转让合同不履行报批义务的司法裁判情况进行梳理，旨在为存在争议的裁判难题提供解决思路。矿业权转让合同的认定应当以原矿业权人是否完全退出涉案矿业权的经营为实质标准，以权属证书是否变更过户为形式标准。采取区分原则的合同有效说与社会主义市场经济的发展方向相一致，然而，在目前的经济和社会背景下，认可合同未生效说，并以此完善双方的责任分配机制，是更为实际和有建设性的做法。矿业权转让合同不履行报批义务后的救济方式主要包括继续履行、合同解除和损害赔偿等。继续履行的内容包括报批义务和支付价款等其他合同义务。如果合同并未对报批义务与支付价款义务的履行顺序作出约定，应当默认报批义务先于支付价款义务。矿业权转让合同不履行报批义务时，法院允许解除的理由往往是“合同目的不能实现”的法定解除权或者是“履行不能”的裁定解除权。矿业权转让合同的司法实践中不允许合同解除的理由大致可以归为三类，其一是尚未达到符合法定解除权的适用条件，其二是合同目的已经通过其他方式实现，其三是根据诚信原则合同不宜解除。针对财产返还的范围，其内容按照法院支持适用的频率由高到低排序，依次是合同转让款、经营利润、履行合同的必要支出费用和利息；利息近年来多为自合同无法履行之日起算，这一裁判思路相比自交付之日起算，更利于实现合同双方的利益的协调。在矿业权转让合同解除后，对当事人进行过错责任判定时，报批义务方的过错情形除了瑕疵履行报批义务外，还包括瑕疵担保行为；相对方的过错情形则可能涉及审查和注意义务、协助义务、支付价款义务、积极推动合同生效等义务的履行瑕疵。除此之外，对于合同当事人的责任分配常常采取法院酌定的方式，目的在于便利案件执行。简洁的计算方式便于执行，也对法院的释法说理提出更高要求。《<民法典>合同编通则司法解释》确立了层次清晰的三阶段救济机制，为矿业权转让合同报批瑕疵的规范带来新的指南。应当结合批准的难易程度、报批义务人的主观恶性以及交易的成熟度、完成度来动态调整赔偿的范围。在第1阶段，损害赔偿的范围应当局限于固有利益的损失；在第2阶段与第3阶段，应当以履行利益为限，合理赔偿其可得利益。

This paper combs through the judicial adjudication situations regarding the non-performance of the obligation to report and approve the transfer of mining rights contracts, aiming to provide solutions to controversial adjudication issues. The determination of mining rights transfer contracts should be based on whether the original mining rights holder has completely withdrawn from the operation of the mining rights in question as a substantial standard, and whether the ownership certificate has been changed and transferred as a formal standard. The theory of contract validity based on the principle of distinction is consistent with the development direction of the socialist market economy. However, under the current economic and social background, recognizing the theory of contract non-effectiveness, and using it to improve the responsibility allocation mechanism between the two parties, is a more practical and constructive approach.The remedies for the non-performance of the obligation to report and approve mining rights transfer contracts mainly include continued performance, contract termination, and damage compensation, among others. The content of continued performance includes the obligation to report and approve, as well as other contractual obligations such as the payment of the purchase price. If the contract does not specify the order of performance of the obligation to report and approve and the obligation to pay the purchase price, it should be assumed that the obligation to report and approve precedes the obligation to pay the purchase price. When the obligation to report and approve in a mining rights transfer contract is not performed, the court often allows termination for reasons of the statutory right to terminate due to "the impossibility of achieving the purpose of the contract" or the judicial right to terminate due to "the impossibility of performance". The reasons for not allowing contract termination in the judicial practice of mining rights transfer contracts can be roughly classified into three categories: first, the conditions for the application of the statutory right to terminate have not been met; second, the purpose of the contract has been achieved through other means; third, it is not appropriate to terminate the contract according to the principle of good faith. With the issuance of the "Interpretation of the General Provisions of the Contract Part of the Civil Code", the freedom of contract conclusion is more protected, and the restrictions on contract termination will gradually decrease.Regarding the scope of property return, the content is sorted from high to low frequency of court support, including contract transfer funds, operating profits, necessary expenses for contract performance, and interest. In recent years, interest is often calculated from the date when the contract cannot be performed, which is more conducive to coordinating the interests of both parties in the contract compared to calculating from the date of delivery. After the termination of a mining rights transfer contract, when determining the fault liability of the parties, in addition to defective performance of the obligation to report and approve, the fault situations of the reporting and approving party may also include defective guarantee actions; the fault situations of the counterparty may involve flaws in the performance of obligations such as review and due diligence, assistance, payment of the purchase price, and actively promoting the effectiveness of the contract. In addition, the responsibility allocation for the contracting parties is often determined by the court, aiming to facilitate the execution of the case. A concise calculation method facilitates execution and also places higher demands on the court's interpretation and reasoning.The "Interpretation of the General Provisions of the Contract Part of the Civil Code" establishes a clearly structured three-stage relief mechanism, bringing new guidelines for the regulation of defects in the reporting and approval of mining rights transfer contracts. For acts that do not fulfill the obligation to report and approve in mining rights transfer contracts, the scope of compensation should be dynamically adjusted based on the ease of obtaining approval, the subjective maliciousness of the reporting and approving party, and the maturity and completion of the transaction. In the first stage, the scope of damage compensation should be limited to the loss of inherent interests; in the second and third stages, the compensation should be limited to the performance interests, reasonably compensating for the possible benefits.