The Comparative Research Of The Duty Of The Purchasers And Bargainors Between The Ancient China And The Ancient Roman

Connected transaction of listed companies mainly refers to the proceedings of resources or duties transfer between the listed company / its holding company with its connected party. This thesis, based on the status quo and existing problems of connected transaction nowadays in China, is focused on not only the analysis of the above-mentioned problems but also the suggestions on the perfection of the relevant laws and regulations from two aspects of regulation of security laws and that of corporation laws. This thesis is doing the research on the legal regulation of connected transaction of listed companies from three aspects, which are the legal interpretation of connected transaction, the status quo of connected transaction of listed companies in China and the perfection of legal regulations respectively. Through perfection of the legal executive structure and information release system of the listed companies and regulation of problems as tied-up funds and external guarantee, the author attempts to standardize the connected transactions of listed companies in China so as to guarantee the interests of our country and investors of medium and small scales of the companies. The thesis includes 3 chapters: legal interpretation of connected transaction, status quo of connected transaction of listed companies and the perfection of regulation of laws on connected transaction of listed companies.Chapter one: legal interpretation of connected transaction. Different sectors will have different definitions of connected transaction and this thesis tends to give a broad explanation about connected transaction of listed companies. In this chapter, the author focuses on three aspects: connotation of connected transaction, scope of connected parties and the legal characteristic of connected transaction of listed companies.First, as for the connotation of connected transaction, in this thesis, the author lists different definitions. After the analysis, she decides to take the broad explanation, that is, any transaction between a listed company/its holding company with connected parties.Second, as far as the scope of connected parties is concerned, the author also lists different determination of connected parties according to laws of different levels and subsequently summarizes the determination starndard..Last, when it comes to the legal characteristic of connected transaction of listed companies, the author concludes that connected transaction of listed companies is characteristic of being hidden and diverse: such as the real inequality in the disguise of equal standing in front of law, conflict of interests in the transaction and the objective legal traits deviating from the equality principle.Chapter two, the author talks about our country to be listed is connected the transaction law rules and regulations the necessity. Connected transaction seems to come into being with the appearance of listed companies in China. And this chapter covers the main reasons resulting in occurrence of connected transaction, main types of connected transaction of listed companies in China, and the main the relevant problems.First, connection transaction present situation and harm. According the analysis, the author concludes, the direct reason resulting in occurrence of connected transaction is fund absorption, and its root cause is the decrease of transaction cost, risk-prevention, obtaining benefits of scale economy, and profit adjustment.Second, the chapter includes the introduction of main types of c, an they are the connected transaction as purchase and sale, expenditure transfer, asset lease, funds exchange, credit insurance and that of listing through buying shell, borrowing shell and shares repurchase in the course of assets reorganization.Last, the author also notes the main problems of connected transaction of listed companies in China. In the course of the connected transaction, such problems exist as low level of marketization, irregular transaction, inadequate information-release during the transaction, tie-up funds and conspicuous phenomenon of insurance.Chapter Three, the perfection of regulation of laws on connected transaction of listed companies is highly suggested. There is still a long way to go for the perfection of regulation of laws on connected transaction of listed companies. In this chapter, the author recommends the legal executive structure and information release system of the listed companies should be improved and the regulation of problems as tied-up funds and external guarantee should be strengthened.First, connection transaction in anticipation rules and regulations. Examined and approved the system, the right to vote elimination system, the cumulative voting system, the shareholder through the general meeting of shareholders interpellates the power system and so on the rules and regulations, the connection transaction mostly has the confidentiality in anticipation, to be listed's public shareholders is far away the company to manage, therefore their benefit was also easiest to receive the harm, therefore had the necessity to establish the compulsion information disclosure system in to be listed. Through strengthening to be listed information disclosure timeliness, the continuity, established the significant connection transaction to examine and approve the system consummation information disclosure system in anticipation.Also, Connection transaction afterwards relief. Establishes the perfect compensation system, the company personality denial system, direct and the derivation lawsuit system and so on afterwards provide reliefs.