对赌条款法律效力研究-民商法专业论文.docxVIP

万方数据 万方数据 ABSTRACT With the continuous development of market economy, the free competitive environment in the market provide a good atmosphere for the small and medium-sized enterprise vigorous development, but because the medium and small-sized enterprises lack of funds, which has meet a lot of difficulties .It brings the gospel of venture capital and private equity investment funds to small and medium enterprises or that enterprises are in growth period, provides the rare development opportunity for them. But at the same time, there is asymmetric information between investors and enterprises, so in order to balance the interests between them, VAM emerge as the times require. This clauses often used as financing investment between investors and enterprises in the part of the agreement terms, mainly is used to balance the investment and financing information asymmetry between the two sides of the issue, is a kind of valuation adjustment mechanism. The gambling on the terms is a nickname of valuation adjustment mechanism in the Chinese practice, the establishment of this mechanism is mainly to value the differences between financing investment and the two parts, it is a financial instrument in essence, and has incentive effect on both sides. Although VAM has been widely accepted and used at home and abroad, especially in private equity investment, but VAM has been controversial legal status in our country , what actually happened on the legal effect of VAM, by the analysis of typical case the case of Haifu investment and Shiheng company gambling ，the three trial of three different verdict to an in-depth analysis on the theory behind the decision differences VAM of legal effectiveness, to explore the impact of its effect factors, so as to provide template reference to determine the VAM of legal validity. The paper studies on the VAM of legal validity from the following seven parts . The first part: introduction. This part mainly introduces the background and signific