Subsidiary Company Creditor Of Affiliated Enterprise Protection Study

Affiliated transactions happened with the development of corporate enterprises andthe evolvement of corporate structure.It is a complex economic phenomena which isaccompanied by linking companies to the main point of interest arising. This is the starting and standing point of the regulations for the affiliated transactions.Inthe process of the socialistic market economy of China,the enterprises'affiliatedtransactions have been formed,and varied transaction forms have appeared,but thedefects 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 andcreditors,and this disturbed the normal orders of the market economy severely.Therefore,strengthen the research on the affiliated transactions and the regulations isvery necessary for the avoidance of the occurring of affiliated transactions,protectingthe profits of the stockholders and the creditors farthest,maintaining the basic principlesof the market bargains,ruling the revenue and accountant custody,and promoting thecorrelate regulations of China.So,it has much important meaning for the socialisticmarket economy of China.There are 4 chapters in this article.First chapter examines the necessity ofprotection of creditors'rights in subsidiary enterprise.First of all,I introduce the legalconception and characteristic of affiliated enterprise making reference to advancedlegislative experience of some states in two legal systems.Second chapter I analyze thenecessity of protecting the creditors'right through analyzing the phenomenon thatcreditors'right in subsidiary enterprise is infringed in economic practice.Second chapter mainly discusses the relationship between limited liability andprotection of creditors'right in subsidiary enterprise. Third chapter introduces the advanced experience of protecting creditors'right insubsidiary enterprise in main states of two legal systems in legislation.There presentative experiences are the principle of the piercing the company veil,and thedeep stone principle in America.And the special article about affiliated enterprise inGermany Law of Share Corporation,including the systems that raise the supremenumber of legal preserved funds and profits,bear loss and tender guarantee forcreditors.Fourth chapter discusses how to the protect creditors'right in subsidiary enterprise. There are such protection in advanced as formulation of affiliated enterprise reports,good faith obligation of the control company,the principle of damage compensation,system of creditors'conference and rule of rotate and make investment.Relivesafterwards mainly including the principles of piercing the company veil,deep stoneprinciple,individual liability of control shareholders,directors or managers and theright of bringing lawsuit directly given by creditor.