An Empirical Study Of Directors' Self-dealing

Article 148(4)of the Company Law of China provides for the subjects of self-dealing,the approval procedure and the responsibility of the company's right of entry in case of self-dealing by directors and senior management in violation of the approval procedure,but there is no provision on the effect of self-dealing by directors in violation of this provision,including whether the subjects regulated by this provision include directors and senior management.However,there is no relevant provision on the effect of directors' self-dealing in violation of this provision,including whether the subject of regulation of this provision includes directors and senior management's interested parties,and the lack of clear legislation,which causes problems for judicial application.In order to solve these problems in practice,this paper summarizes the focus of the problem by means of empirical analysis and proposes feasible suggestions.In addition to the conclusion of the introduction and the appendix(the case study of this paper),this paper is divided into three chapters.The first chapter analyzes the theoretical basis of directors' self-transaction,including the basis of governing directors' self-transaction by the concept of directors' self-transaction and the characteristics of directors' self-transaction,so as to clarify the research object of this paper.The second chapter mainly analyzes the legislative status and judicial status,especially the judicial application.The second part mainly analyzes the current legislative situation and the current judicial situation,especially the analysis of judicial application.Secondly,there are different criteria for determining the validity of directors' self-dealing acts,and most of the judgments have determined that self-dealing acts are valid or invalid on the basis that the self-dealing provisions in Article 148(1)(4)of the Company Law are valid and mandatory or regulatory provisions.Third,whether the directors' legal liability for self-dealing in violation of the law is related to the effectiveness of the directors' self-dealing,etc.Chapter three puts forward some suggestions to improve the regulation of directors' self-transaction behavior in China.It includes suggestions on the improvement of specific procedural rules such as the subject of directors' self-transaction,procedural provisions including disclosure obligation and the voting right withdrawal of interested directors.Adhere to the principle of equal emphasis on procedural justice and entity justice,unify the validity standard of identifying directors' self-transaction behavior,and analyze the responsibilities that should be borne by directors' self-transaction who violate relevant regulations.