Illegal Guaranty, Occupied Funds By Affiliated Parties And Corporate Governance

Enterprises are held to be the foundation stone of the whole economic system and even the overall social system in today's world. Since 1990s, especially after the breakout of Asian financial crisis followed by a succession of bankruptcy of some famous companies and quickening of economic globalization paces, the governance of modern companies has already been a research and practice subject worldwide, and even formed a large-scale movement on corporate governance principles. Meanwhile, the birth and development of China security markets are accompanied by illegal acts that are done by listed companies to creditors , small and medium stockholders and worsening too, therefore, how to standardize the acts of listed companies, improve the corporate governance, becomes a great project that China needs to cope with.Taking Sichuan Topsoft Investment Co., Ltd(Topsoftware for short).as the research subject , this thesis, from the perspective of corporate governance and the new institutional economics, analyzes the corporate governance defects which underlie the acts that Topsoftware provides huge-amount illegal guaranty and free short-term loan for its affiliated parties, and arrives at conclusion through thorough research and puts forward policy recommendations on how to improve our corporate governance . The innovation of this thesis lies in the analysis of background causes of these two main illegal acts of listed companies, in terms of corporate governance and the new institutional economics, and the probe into the profound reasons why listed companies provide huge-amount illegal guaranty and affiliated parties occupy the funds, huge losses of listed companies are caused by poor corporate governance.Conclusions of this thesis are as follows:1. The power of the ultimate controller (the key-person) of Topsoftware is over-centralized, which makes internal corporate governance and controlling mechanism practically perform no function. This kind of situation is of certain universal significance to the listed companies of China.2. The absence and loss of corresponding systems result in unable supervision and management, similar illegal acts may be spread in certain period; therefore, the institutional improvement is so urgent that admits no delay.3. The competition of the banks which act as the main external stakeholders ,...