The Research Of The Legal Issues Of Valuation Adjustment Mechanism

The preface of this article roughly introduces the background of the emergence and development of Valuation Adjustment Mechanism. Then the article in the first part introduces the first case on the trial of Valuation Adjustment Mechanism in our countryHai Fu company prosecute Shi Heng company and so on. Three trial followed, including parties’ important views about the case, the parties focus of controversy, the facts and evidence that the court finds and the different courts’different views of Valuation Adjustment Mechanism based on laws and regulations.Court summed up a series of agreement on Valuation Adjustment Mechanism’s issues raised in the case which is based on the facts and the court’s analysis. What after its is an introduction to the case, which analyzes 《the clause of increasing capital)) Hai Fu company and Shi Heng company、Di Ya company, Lu Bo signed and ((the contract of jointing venture)) Hai Fu company and Shi Heng company signed and so on. The second part are the overview of Valuation Adjustment Mechanism and analyzes its historical development in our country as well as influence of advantage and disadvantage on investors and financiers. The third part is about the legal nature of Valuation Adjustment Mechanism, Introducing that the Valuation Adjustment Mechanism belongs to aleatory contract, guarantee analysis and the contract between Valuation Adjustment Mechanism and joint management of the loan contract and guaranteed clauses. The fourth part is the analysis of the legal effect of Valuation Adjustment Mechanism,which is the core content of this article. According to civil law theory, starting with the positive analysis of the legality of Valuation Adjustment Mechanism, including the main contract civil capacity, meaning the two sides represented as well as the legality of the purpose and content of the contract.Then based on other problems arising on the facts of the case and the practice of Valuation Adjustment Mechanism, respectively.do a more detailed discussion of invalid and revocable situations of Valuation Adjustment Mechanism.Invalid circumstances include whether the subject of Valuation Adjustment Mechanism which involves the investor as a shareholder and the target enterprises signed an agreement which is an invalid case,that Valuation Adjustment Mechanism violations "Company Law" and other laws.As for the Valuation Adjustment Mechanism revocable,mainly analyzing the effect in the case of unconscionability and making a number of recommendations of subject to an agreement on Valuation Adjustment Mechanism. The fifth part are about influence of Valuation Adjustment Mechanism on initial public offerings of listed companies for the first time and Valuation Adjustment Mechanism involving the problems of enterprise bankruptcy.