On The Legislative Perfection Of Affiliated Transactions

Affiliated transactions occurred in the relationship between specific correlation exists between the main and side transactions through such affiliations can control or influence the other party's decision-making behavior, resulting in the real parties to the transaction status unequal, unfair affiliated transactions resulting. According to statistics, unfair affiliated transactions phenomenon is very serious, from the legal point Regulation countermeasure research has become an urgent need. According to the statistics, unfair affiliated transactions phenomenon is serious and the study of legal regulation of countermeasure against it becomes necessary urgently.The related concepts of affiliated transactions should be discriminated above all. The issues including the meaning of affiliated transactions, the characteristics of affiliated transactions , the types of affiliated transactions and the relations between affiliated transactions and related concepts such as internal transaction and self transaction that are discussed one after another. The concept of affiliated transactions is hard to defined, affiliated transactions appears among associated parties and the standard of associated subjects should be adopted to identify affiliated transactions. The accurate definition of associated parties is the key to solve the problems and the starting point to comprehend affiliated transactions. Associated subjects comprise connected natural persons, legal persons or other organizations. Whether affiliated transactions occurs or not depends on the substance of association, not on the legal form of it. The characteristics of affiliated transactions including the associated parties are independent each other of law and are associated mutually of economy, the objects and categories of affiliated transactions are diversity and affiliated transactions introduces universality in reality.Affiliated transactions originates in some deficiencies such as legal person system own flaw, internal governance of legal persons, external governance of company, fair competition. Affiliated transactions has two sides. On the one hand, it reinforces the competitive power of enterprise and pushes its development. On the other hand, unfair affiliated transactions also arises many problems in reality. This is the basic reason leading to legal regulation of affiliated transactions. Affiliated transactions can not only infringe the benefits of shareholders, creditors and company itself but also give rise to the loss of state assets and devastate our taxation legal system.The appearance of affiliated transactions impacts on the current legal norm greatly and the impact is all-directional that it generates practical challenge within legal fields including securities law, company law, taxation law, contract law and competition law. Such as how to adjust the problems from affiliated transactions and protect creditors and shareholders of affiliated company in company law, how to deal with abnormal transaction in taxation law, how to restraint monopoly in anti-monopoly law and disclosure requirements of affiliated transactions in accounting law. The impact of affiliated transactions on securities market embodies that how to regulate internal transaction and information disclosure of listed companies in securities law.The legal laws and regulations protect to the fair affiliated transactions, prevent to the unfair affiliated transactions. Carries on the legal rules and regulations to the affiliated transactions, must begin from following several aspects. First, through define legal concepts including connected relationship, controlling shareholder and actual controller to define the affiliated transactions main body. Second, strengthen domination person's duty and responsibility. Third, the consummation forces the information to disclose the system. Finally, consummates the affiliated transactions rules and regulations the correlation necessary law system.Affiliated transactions with the existence of inevitability, reasonable, however, the various interests of the driving factors such as imperfect legal system and lead to unfair affiliated transactions appeared in large numbers. Unfair affiliated transactions harm to all quarters such as company creditors, young shareholder benefit, has hindered the stock market health development, has formed the serious challenge to the present legal system. Therefore, we must perfect the legal system from the perspective of strengthening the affiliated transactions regulation and supervision in order to further promote the affiliated transactions open, fair, more effectively prevent unfair affiliated transactions.