关联企业资产转移行为的公司法规制分析-analysis of corporate law regulation on asset transfer behavior of affiliated enterprises.docx

As a new form of enterprise, affiliated enterprise brought new opportunities for the development of Chinas market economy, and caused the enormous challenge to the company law of our country, mainly as follows: the weak regulations related enterprises improper asset transferring behavior. On one hand, mutual controlling in the company breaks the situation of traditional company theory which is called separation of the three powers. The controlling company can govern the Hypotaxis company, comprehensively controlling shareholders, making transferring misconduct asset resolution by directors, and curbing the supervisory role of the board of supervisors to play in corporate governance through the selection of supervisors staff. On the other hand, our existing company laws and regulations still exist many problems, which is in adjustment of affiliated enterprise asset transferring behaviors containing: resolutions is unfair, the content of the resolution is not open, the improper transferring of assets for the content of the defective resolution exists, lack of relief system and responsibility system etc..Under this background, this paper attempts to start from the affiliated enterprise asset transferring regulation of the blemish of the company law, the legislative experience from the western developed countries and Taiwan area, looking for suggestions of transferring of assets in the company law of affiliated enterprises in China.This paper, except the introduction and epilogue, is divided into four parts.The first part is to state the conception of transferring related business assets and its manifestations. In this part, the writer define the concepts related with the subject -- associated enterprise assets transferring, and summarize the practical manifestation of this behavior with divided into two categories: embezzlement, misappropriation of Hypotaxis company assets behavior and related party transactions .The second part is about the circumstance of related ent