Research On The Legal Regulation Of Unfair Related Party Transactions Of Listed Companies In China

With the continuous development of China's market economy system,the prosperity of market economy has brought about an active capital market.Capital of the same subject may be invested in different enterprises,forming a variety of related relationships.Proper related party transactions are protected by law as they can optimize the allocation of resources,reduce market transaction costs,enhance the competitiveness of listed companies,and maximize corporate profits.However,because related party transactions are transactions between related parties,their transaction processes and links are hidden and are transactions based on control or influence,which also makes illegitimate related party transactions frequently appear and become an important means for controlling shareholders,directors or senior management personnel to infringe upon the legitimate rights and interests of listed companies,small and medium shareholders and creditors of companies.At the present stage,our country is still immature in the management of listed companies,especially the decision-making management,supervision system and relief system for related party transactions are not perfect,resulting in a large number of improper related party transactions,seriously disrupting the order of the market economy.In view of this,it is necessary to use the method of case study to study the current situation of related party transactions and improper related party transactions in our country and the problems of insufficient regulation,and to put forward countermeasures and suggestions for improving the legal regulation of improper related party transactions.This paper mainly divides the content into the following parts: the first part is the introduction,which mainly introduces the basic background and research significance of this study,combs and summarizes the related researches of related party transactions and improper related party transactions of domestic and foreign scholars,introduces the research ideas and methods used in this study;the second part is the boundary between the legitimacy and illegality of related party transactions,This paper defines the connotation of connected transactions,expounds the legitimacy of connected transactions through the theory of transaction cost internalization and the theory of enterprise contract,summarizes the definition standards for the illegality of connected transactions in various countries,analyzes the main types of the illegitimate connected transactions,the adverse effects of the formation and the reasons for their emergence,and summarizes the practice of the illegitimate connected transactions,Based on the analysis of typical cases of unfair connected transactions on LETV in recent years,this paper explores the influence of unfair connected transactions on the interested parties and the causes of their occurrence;the fourth part is the lack of regulations on unfair connected transactions in China's laws,which leads to the reflection on the lack of current regulations from LETV cases,and finds that there are defects in decision-making process,corporate governance and supervision mechanism The fifth part puts forward the countermeasures,aiming at the problems existing in the current laws on the regulation of the improper connected transactions,from improving the voting right avoidance system and the independent director system,increasing the internal governance and external supervision,improving the responsibility of the controlling shareholders,and introducing the principle of Shenzhen stone to protect the rights and interests of creditors Regulation of transactions.