| In the process of China's reform and opening up,foreign investment undoubtedly helps a lot.Due to the poor domestic financing environment,industrial restrictions and complicated approval procedures,overseas listing for financing has become the choice of more and more enterprises,especially private enterprises.As one of the methods often adopted in the indirect overseas listing of enterprises,the contractual control mode has always been controversial.On the one hand,its form does not violate the restrictions of relevant laws and regulations or industrial policies;on the other hand,it is actually a legal circumvention.For enterprises,the structure of the agreement control mode is complex and unstable,and the instability mainly comes from the over-legal formalism interpretation of the regulatory policies in the commercial practice,which may lead to the risk that the validity of contract identification may be negated.However,regulators are ambiguous about the supervision of business practices,and the absence of supervision leads to the increased opportunism of the other party in the contract,which will increase the risk of default.By analyzing the background of the emergence of the agreement control mode,this paper sorted out the structure of the agreement control mode,combined with the case of the second instance of the supreme people's court,and explored the two types of legal risks from the supervision level and the contract level.Comprehensive analysis from the actual situation of contractual control mode in China,legal risk and the problems existing in the regulatory status quo,put forward three aspects of legal risk prevention contractual control mode breaks through the path: to establish a more accurate and effective regulatory framework;to optimize the contractual control arrangement;and may be considered in the field of foreign investment in the pilot dual share structure,to relieve the contradiction between foreign investment and national economic security. |
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