The Research Of Company Law Regulation On The Affiliated Transaction

Affiliated transactions happened with the development of corporate enterprises and the evolvement of corporate structure. It is a complex economic phenomena which is accompanied by linking companies to the main point of interest arising. For the parties of the relationships can be used as a means of promoting enterprises'benefits between the interests pursuit, and for the affiliated transactions can promote the enterprise scale operation, reduce the costs, increase market competitiveness, and other functions, thus the transactions were widely used in practice, as well as were recognized by the national laws. However, the correlations between the presence of specific interest to, affiliated transactions arise inevitably unfair to other interest groups (such as minority stockholders, creditors), and lead some damages, and induce the ultimate departure from the basic principles of the market economy, so thus transactions were also subject to strict legal restrictions. Therefore, it is necessary to allow affiliated transactions to exist in some extent, and meanwhile, the states should control unfair affiliated transactions. This is the starting and standing point of the regulations for the affiliated transactions. In the process of the socialistic market economy of China, the enterprises'affiliated transactions have been formed, and varied transaction forms have appeared, but the defects have been brought at the same time because of the faulty correlative regulations. The nonstandard transactions induced a lot of damages to the minority stockholders and creditors, and this disturbed the normal orders of the market economy severely. Therefore, strengthen the research on the affiliated transactions and the regulations is very necessary for the avoidance of the occurring of affiliated transactions, protecting the profits of the stockholders and the creditors farthest, maintaining the basic principles of the market bargains, ruling the revenue and accountant custody, and promoting the correlate regulations of China. So, it has much important meaning for the socialistic market economy of China.Regulations of affiliated transaction shall comprise many parts, including the corporation law, security law, accountant law, tax law and so on. The corporation law and the security law are the most important ones. And this discourse only discussed the follow questions from corporation law to analyze affiliated transactions roundly, and based on the discussion I'd like to give my propositions to perfect the corporation regulations of the affiliated transactions.The first part is the definition of the affiliated transaction. It expatiates the varied styles of the affiliated transactions in the market economy. For the object of the question discussed, this part is necessary to talk firstly. analyzes the affiliated transaction's legal features and the influences to the correlate corporations, the stockholders and the creditors, and the other benefit relatives. This part is the foundation for the discussion of the regulations on the affiliated transactions.The second part analyzes the value tropism and the choice of the corporation law. The author think, through the discussion of the process of the affiliated transaction regulations, that we should respect the efficiency which is the request of the economy development, and restrict the affiliated transactions at the same time, to protect the benefits of the correlatives and thus is the pursuing the fairness. And this part talks how to regulate the affiliated transactions from the corporation law.The third part analyzes the current regulations of the affiliated transactions in the foreign corporation laws. This part expatiates the foreign corporation laws from two points of view, which are beforehand preventing mechanism and afterwards remedy mechanism, including four aspects that are regulating the directors'inimical benefits transactions, regulating the controlling stockholders'act, protecting the minority stockholders'benefits and protecting the creditors'benefits. I hope what I talk in this discourse can give valuable propositions to the legislation of China. The fourth part summarizes the current corporation law's regulations on the affiliated transactions in China, showing the legislation's beneficial progresses as well as some defects. Then, I give my own propositions to perfect the regulations of corporation law of China, according to the status in quo.