Reinvestment Legal System

Corporate re-investment system is an important content in company law. Corporate re-investment is a double-edged sword. On one hand, as a fundamental means for capital operation and profit maximization, it is good for enlarging the corporation scale, improving the market competitiveness and enhancing the anti-risk ability. On the other hand, it would give rise to many potential risks which may infringe the interests of the corporation's shareholders and creditors, or even break the market order.The legislative attitudes of countries to the corporate re-investment system, have mostly followed from strict restriction to relaxation. The company law of our country complied with the trend of corporate development and relaxed the restriction to corporate re-investment. It is a great progress of corporate legislation. But some defects till exist in the regulation of re-investment system. Therefore, it's meaningful in both theory and practice to continue researching the corporate re-investment system.The thesis mainly applies methods of comparative and logical analysis. On the basis of drawing lessons from legislative models of other countries and regions about re-investment, it analyzes and reviews the regulation of re-investment system in our company law, and talks about some questions, and tries to construct the ideas and relevant systems of legal regulation of corporate re-investment.The thesis is divided into introduction, text and conclusion, and the text includes the following main contents.The first chapter analyzes the basic legal issues of corporate re-investment, gives the legal definition of the concept of corporate re-investment on the basis of legislative intent and theoretical development, on the views that corporate re-investment is the activity that takes the company as a principal investor, uses the property to enterprises in accordance with the law of another equity investment, so as to making the old company to a new member of another company. Then take a dialectical analysis on both two sides of corporate re-investment, to explain that we have to take the legislation on the basis of corporate re-investment.The second chapter introduces the situations of relevant legislations of main countries and areas, and through analyzing their legislative approaches, leads the conclusion that each country focuses on the consequences of corporate re-investment, and adjusting it through a series of law.The third chapter introduces the relevant regulation of our country's current "Company Law" on corporate re-investment, such as making sound mechanism for the protection of the interests of the shareholders, introducing the corporate veil system, enhancing controlling shareholders and executing of fiduciary duty and accountabilitive mechanism, analyzes the advantage of the legislation.The fourth chapter which is the most important one analyzes the relevant theory and system of corporate re-investment in a progressive depth. With "Company Law" and "Partnership Enterprise Law" of legislation in China, partnership enterprise can also become the object of the company to take investment to, and gives the discussion of the activity that breaches the law that excesses the investment. For the limitations of China's "Company Law" to the investment, on the basis of experiences of other countries and regions on legislation, give suggestions on enlarging investment regime to control the risks, such as to improving the investment information disclosure system, as well as making restrictions on the exercise of the right to vote , taking the forms of legislated by related enterprises as to solve the problems on relevant aspects of corporate re-investment.