System Of Related Party Transactions Of The Company Regulations

Along with the continuing development of our national market economy and the continuing thorough reformation of the corporatin's systems,the problem of cognate trade among corporation 's.Especially in china,most of the present corporations were changed from the orininally stated-owned corporation,so these corporations have a thousand and one ties with the originally state-owned corporations and for this reason the cognate trades are emerging in an endless stream. If all these cognate trades follw the principles of fairness,equality and good faith, ensuring the state property of being encoathed, and avoiding the improper loss of corporate assets, hence protecting the legal interest of shareholders, then such trades among them are the normal ttrades which can not be avoided under the market economy system. However, in practice, because of lack of necessary legal supervision, these cognate trades often purposely twist the trade terms, and a fiction of controlling shareholders seek for the improper interest by infringing on the interest of the corporation, other shareholders and creditors. These improper cognate trades seriouslydamaged the independence of legal person and the integration of its assets, and disrupted the normal order of market economy. For the above reasons, it has very important practical and immediate significance to study and normalized the cognate trade.The paper studied the cognate trades of corporations, systematically discussed how to design a set of concrete legal institutions for regulating the cognate trades, under the frame of the companies law . The paper has six parts:The first part is forewords, in which the author introduced that the cognate trades had caused the positive and the negative influences on the market economy , and the author also pointed out that the pheonomena of cognate trade had a series of challenges on studied the legal problem of cognate trade under the frame of companies law.The second part discussed the legal concept about cognate trade, which is the premise and basis of the following parts of the paper ,and also is the application objectof legal suggestions put forward in the following parts. This part provides a basis platform for the following discussion.The third part discussed the cognate trade's influence on the related party interested of the corporation. In the part the author mainly discussed the cognate trade's influence on the affiliate firm, its minority shareholders and creditors.The fourth part discussed one of two problems about cognate trade in company law ,i.e. the protection of rights of affiliate and minority shareholders. In the paper, the author firstly analyzed the means of solving the problem in western countries , then on the basis of the analysis , put forward suggestions for modifying the company law ,by combination with our country's and the concrete regulation in company law.The five part discussed on the other problem ,i.e. the protection of creditor's rights in cognate trades, whose structure is basically the same as the fourth part. i.e. firstly mainly introduced the piercing of the corporate veil and the deep-rock doctrine, then made relevant comments on these two institution, and put forward suggestions on the basis of the above.At the end of the paper, the author made self-criticism of the present situations of our country's company law, by taking the regulation of cognate trade as juncture, and explained from the non-legal angle that the regulations of company about cognate trade need the cooperations of the social systematical project.