“国美控制权之争”案例评析论文.pdf

硕士学位论文 Abstract In 20 1 0，the case of Gome’S fight in domination attracted the world’S attention．Because of the constitution’S empowerment，the board of directors’S power has been enlarged which threathed the shareholders’control status．This caused the two parties’fight in domination．In this case，from the perspective of ownership mode，the family enterprise’S deep traces in Gome highlighted the problem that the big shareholder overcontrolled the company．But building the relative concentration of owership mode is an effective way to avoid the disadvantages of overcontrol from the big shareholder．In this mode，the shareholder’S obligation on faith is strengthened．It also introduces the category shareholder’S system．At the same time，according to our enterprises’tranditional characteristics，enhancing the intensity of protecting the investors is necessary．On the problem of building the mechanism in restricting the board of directors’power,the constitution’S empowerment on the board of directors imbalanced the company’S power which damaged the interests of shareholders．To solve these problems，we can use the extemal systems for reference and complete the system of independent directors and supervisors．From the point of the constitution’S function on distributing the power,this case fully embodied the importance of the constitution in Our modem enterprise system．To make the constitution more reasonable，we should revise the provisions of the company law to accommodate the development of the world．We should expand the board of directors’power in a moderate way in the form of law．At the same time， setting the clauses of reserving the shareholders’power is an available way to maintain the balancement of the powers．Therefore，through the analysis of this case，we can find out the questions in practice and put forward corresponding solutions．The research on these problems Can provide the feasible development way for Our enterprises．On the other hand，it also fills the blank in the fiel