Study On Related Party Guarantee Of Listed Companies

With the development of capital market in China, the quantity of listed companies increased unceasingly recent yeas, related party guarantee behavior of listed companies arises widely, and brings out great risk and a great deal of disputes. Related party guarantee problem of listed companies has a great impact on actual legislations of our country, and arouses attention from securities business and listed companies. The paper mainly concerns the related party guarantee behavior of listed companies and its interrelated legislations, and brings forward solutions to related party guarantee disputes and legislation advices.In the first part, the paper gives definition of related party guarantee and relationships between related party guarantee and related party transaction, then the paper points out that related party guarantee emphasize particularly on the balance of interest between stockholder and creditor. This paper points out that related party guarantee is a kind of natural economy phenomenon and has its necessities and rationality, but considering the social ideal, impartiality and risk control, related party guarantee behavior of listed companies must be controlled by legislation.In the second part, the paper mainly analyzes the present situation of related party guarantee in our country, discusses four forms and thecauses of non-standard related party guarantee of listed companies in our country.In the third part, the paper mainly discusses and appraises actual related party guarantee legislations of our country. Firstly, with regard to related party guarantee legislations on Corporation Law, the paper mainly discusses the valid of listed companies' guarantee to their stockholders, and validity of guarantee provided by directors and managers in name of listed company. Secondly, with regard to related party guarantee legislations on Guarantee Law, the paper mainly concerns the conflict between judicial interpretation of Guarantee Law and Corporation Law, and also discusses the retroactivity of judicial interpretation of Guarantee Law. Lastly, with regard to related party guarantee legislations on Securities Law, the paper mainly discusses the influences of Securities Law and correlated regulations on validity of related party guarantee.In the fourth part, the paper focus on the investigation and introspection of solutions to related party guarantee disputes in country. The paper points out that if we want to solve the related party guarantee disputes very well in our country, we should establish strict sanction and disclosure procedure, and protect legit interest of creditor solutions, and seek the balance between stockholders and creditors.In the last part, the paper brings forward the advices on legislation of related party guarantee from the aspects of administration of listed company, information disclosure of related party guarantee and legal liability of listed company.