Study On Governcing The Related Party Transactions Of Listed Company Within The Boundary Of China

Related party transaction, is a transaction between a corporate and its related party. Related party transaction is inevitable during the development of capital market, which is neutral as one of transaction types. Fair related party transaction can decrease transaction cost of a corporate, and increase economic efficiency. Related party transaction of listed company, however, has fully exposed its disadvantage in developing process of securities market of China. As a result of coming forth continually of unfair related party transactions of listed companies within the boundary of China, it has damaged seriously the interests of listed companies and their minority shareholders and creditors, disrupted the normal market order, attacked the investors' confidence, hindered healthy development of securities market. Therefore, researching governance of related party transactions of listed company within the boundary of China, to perfecting relevant legislation and promoting to enforce them smoothly, and to preventing unfair related party transactions from emergence, which has important theoretical value and practical value.The thesis includes five parts:The first chapter is to make a global description, which mainly elaborates the concept of related party transaction, who are related parties, what is relationship, what related party transaction includes, the characteristic and classification of related party transaction, and analyzes the advantage and disadvantage of related party transaction, and proposes the governcing principles.The second chapter introduces the actual status of related party transaction through the concrete statistical figures, and draws a conclusion that unfair related party transaction is serious, and analyzes its harm, that damages the interests of listed company and its minority shareholders, creditors, destroyed the normal order of securities market, and endangers the healthy development of securities market.The third chapter expatiates the internal governance of related party transaction of listed company within the boundary of China. The internal cause is primary for overflow of unfair related party transaction. To rule the behavior of controlling shareholders, directors, supervisors and senior managers is key to aviod the unfair related party transaction. The author proposes the measures to improve internal governance of listed company on the basis of analysis.The fourth chapter expounds the external governance of related party transaction of listed company within the boundary of China. The external government plays a vital role similarly on preventing unfair related party transaction. The government administration should be optimized, the self-ruling of securities industry be strengthened, and Public supervision be attached importance to.The fifth chapter introduces how to pursue relevant personnel's legal liabilities, after unfair related party transaction happenned and harmed the interests of listed company and its minority shareholders, creditors, so to provide relief for victims. The author expatiates legal liabilities from civil liability, administrative responsibility, and criminal liability.The thesis investigates and analyzes the actual status and influence of related party transaction of listed company, discusses how to governce it according to "Company Law", "Securities Law", "Accounting Standards" and relevant rules. At the same time, the author proposes own views and suggestions, and hope to benefit governcing related party transaction of listed company.