Controlling Shareholders' Taking Up Assets In China's Listed Companies

The problem of controlling shareholder's taking up assets has shifted focus in recent years.This paper at the beginning sets out some necessary background concerning both the phenomenon to be explained and prior efforts at explanation.This paper analyzes a large number of cases which describe controlling shareholder's taking up assets in China,then it seeks to classify the cases to find the spring.There is no clear definition of the concept of controlling shareholder in China's legislation,this paper analyzes what is the controlling shareholder in the U.S,and attempt to find out how to definite this concept in China.After the definition,the paper analyzes the legal fundamental of controlling controlling shareholders.There are two traditional principles on monitor controlling shareholders:fair duty and fiduciary duty,but this two traditional legal standard of review of corporate transactions are bipolar. This paper traces the development of the law governing controlling shareholders,and then proposes a methodology for us to monitor controlling shareholders.The paper develops the simultaneity framework for controlling private benefits of control and describe briefly the general doctrinal structure.Under this methodology,the paper then discuss how to set the definite monitor standard of the transaction or conduct of controlling shareholders in China.This Article concludes by examining the current law system of China in controlling controlling shareholders,and calling for researches under this new framework to further the debate on controlling shareholder systems.