The Research On Legal Issue Of The Abuse Of Controlling Power Of Controlling Shareholder

With the development of China's securities market, controlling shareholder play an important role in the corporation governance. In one hand, it lowered the agency costs and raised the efficiency of corporation governance. In the other hand, controlling shareholder intend to harm the interest of the company these years, which triggered the conflict between controlling shareholder and minority shareholder, and become the "bottleneck" that restricted its development.It is helpful to find the defects of the system by researching on the controlling shareholder participation in corporate governance. It also can provide us a clear thought to improve it, so as to protect the interest of minority shareholder and promote the development of our securities market.This paper used the comparison method and empirical research method, based on the status of listed companies, compared with similar regulation in advance country, so as to explore and establish a suitable restrict mechanism of controlling shareholder. This paper has gained some breakthrough and innovation in following parts. It pointed that the core of modern corporate governance is to regulate the behavior of controlling shareholder, through which to deal with the conflict between majority shareholder and minority shareholder. After referring to the experience of advanced country, I pointed out that a restrictive mechanism of controlling shareholder's abuse of controlling power should include two parts. First of all, we establish the restrictive mechanism internally by defining the obligations of the controlling shareholder with the object and content, following with keeping the balance of controlling power. Secondly, we should establish the restraint mechanism externally, including the constraint of external market environment, restriction on voting rights, perfection of civil liability and reinforcement on regulation.