Research On Related Transactions Of Limited Liability Companies

Related transaction is a common phenomenon in the process of company operation,which plays a good role in promoting the rapid development of China's socialist market economy.To a great extent,related transactions can reduce the unnecessary links in the daily operation and management of the company,so as to ensure that the company can carry out its own business efficiently and obtain the maximum economic benefits.At the same time,related transaction also has its corresponding negative factors.With the rapid development of socialist market economy,it also provides a hotbed for behaviors that harm the economic interests of companies.At present,there are numerous behaviors of transferring the company's economic profit or occupying the company's capital by using the method of related party transaction,so the examination standard of related party transaction has become a high incidence area in corporate governance and judicial practice.At present,in the judicial practice,the people's courts in various regions are not unified in the determination of many practical standards of related transactions,which has a great impact on the stability of the socialist market order.Today,with the prosperity and development of socialist market economy,the affiliated transaction of limited liability company plays an increasingly important role.In order to safeguard the corporate interests of limited liability companies and better protect the legitimate rights and interests of minority shareholders and corporate creditors,it is of great practical significance for the development and prosperity of China's socialist market economy to establish a specific and perfect applicable procedural and substantive examination standard for the related transactions of limited liability companies.In view of this,this paper,based on the judicial practice of China's limited liability company related transaction disputes,through the form of case analysis,to study the legal issues reflected by China's limited liability company related exchange.The first part of the text is the brief introduction of the case and the legal issues reflected,which are mainly the unclear distinction between the affiliated transaction and the self-transaction of the limited liability company,the unclear procedural examination standard of the affiliated transaction of the limited liability company and the unclear substantive examination standard of the affiliated transaction of the limited liability company.The second,third and fourth parts of the text are the core contents of this paper.The second part makes a clear distinction between the affiliated transaction and the self-transaction of the limited liability company from the aspects of the nature of the affiliated transaction and self-transaction of the limited liability company,the object of regulation and the manifestation of the tort.In the following part,the author expounds the countermeasures to distinguish between related transaction and self-transaction respectively from the definition of related transaction subject and the definition of related transaction behavior.After clarifying the basic concept of related transactions of limited liability companies in China,this paper is intended to introduce and improve the review standards of related transactions of limited liability companies,which is also the main purpose of this paper.In the third part,it is suggested to clarify the procedural examination standards of the affiliated transactions of limited liability companies,and improve the procedural examination standards of the affiliated transactions from the aspects of improving the information disclosure system of the affiliated transactions,establishing the approval system of the trading shareholders' meeting or the board of directors,improving the voting avoidance system of the affiliated subjects,and clarifying the voting methods of the transactions.Fourth part co.,LTD.Related transactions should be definite substantive examination standards,respectively from strengthen the related transactions of controlling shareholders and actual controllers in faithful diligence obligations,clear trade fair price standard,and the review of related transaction damage can get profit loss standard,can be benefit for damages,etc.,perfect the substantive review standard of related party transactions.Because the greatest value of a regulation is its practicability,the bridge between theory and practical application must be built if the value of related transactions is to be truly realized.Based on the author's understanding of the related party transaction,this paper points out the specific deficiencies of the related party transaction law of the limited liability company,so as to establish a complete framework for the review of the related party transaction of the limited liability company.Finally,it shows that the author analyzes the practical application direction of the legal issues of related transactions of limited liability companies and hopes to provide a reference for the future legislation of China.