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Legal Regulation On Connected Transaction Entered Into By Listed Companies

Posted on:2018-05-21Degree:MasterType:Thesis
Country:ChinaCandidate:S LiuFull Text:PDF
GTID:2416330512481007Subject:Law
Abstract/Summary:PDF Full Text Request
Connected transactions entered into by a listed company(herein referred to as Connected Transactions)mean the transactions whereby a listed company and its connected parities transfer resources or kinds of obligations.Connected Transactions are the inevitable result of marketing economy development and capital concentration.Connected Transactions are deemed to facilitate cost-saving,optimize resource allocation,form scale economy,promote market competitiveness,and maximize revenues.However,because Connected Transactions arise between the parties who have connected relationship,and in case of lack of efficient legal regulation and mechanism constraints,the connected parties and the listed company will distort the transaction conditions,which will lead to unfair transactions.Due to the development of Chinese securities market and increase of Chinese listed companies,unfair Connected Transactions entered into by a listed company occur frequently,which severely damage the interests of a listed company,medium and minor shareholders and creditors,and disturb the order of securities marketing.Hence,the improvement of legal regulations of Connected Transactions becomes imperative for the normal operation of listed companies.However,in China either the mechanism construction of Connected Transaction regulation or relevant legal study is comparatively weak.After exploring the foreign legislation and cases relevant to Connected Transactions entered into by a listed company,it is found that their mechanism regulating Connected Transactions is comparatively complete,which is worth borrowing.With the legal regulation of Connected Transactions as the main clue,this paper starts from the definitions of connected parities and Connected Transactions,analyses the advantages and disadvantages of Connected Transactions,points out the problems with Connected Transactions and their reasons,and explore the status quo of foreign legislations relevant Connected Transactions regulation,and provides support for Chinese legislations relevant Connected Transactions regulation.In Chapter 1,the paper examines current laws,regulations and self-regulation rules and defines connected parties,connection relationship and Connected Transaction and categorizes them on the basis of different criteria.There must be reasons justifying the existence of Connected Transactions entered into by a listed company.Hence,understanding the advantages and disadvantages of Connected Transactions is of help to legal regulation.In Chapter2,the paper analyses the problems with Connected Transactions from the perspectives of abuse of shareholder rights,irregularity of disclosure of Connected Transaction Information,unclear punishment of illegal Connected Transactions and efficient remedies of affected parties,and points out that unfair Connected Transactions will do harm to companies,medium and minor shareholder and creditors,and analyses the causes of Chinese Connected Transactions theoretically and systematically,and provides countermeasures for the perfection of legal regulation of Connected Transactions.In Chapter3,the paper explores the regulations of Connected Transactions in the UK,German,the USA,Taiwan Province and Hong Kong,and provides references for legal regulation of Chinese Connected Transactions entered into by a listed company.In Chapter 4,this paper gives suggestions from perspectives of perfection of basic law,fiduciary duties of major shareholders,decision-making process,inspection of ad hoc Connected Transaction and efficient remedies.
Keywords/Search Tags:Listed Company, Connected Transactions, Legal Regulation
PDF Full Text Request
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