Research On Legal Issues Concerning The Implementation Of Gambling Agreements With Target Companies

As a new financing and investment method originated in Western countries,the gambling agreement has finally taken a place in my country’s financing and investment market as a financing tool after a long process of evolution in China,in order to facilitate the conclusion of transactions between the financial and investment parties.Helping enterprises to expand financing channels has played a positive role in promoting.2019 "Minutes of the National Civil and Commercial Trial Work Conference of the Courts" [In November 2019,the "Minutes of the National Civil and Commercial Trial Work Conference of the Courts" promulgated by the Supreme People’s Court(Law "2019" No.254,hereinafter referred to as the "Jiu Min Minutes"Formally promulgated,due to the long-term lack of targeted gambling agreements in China to regulate gambling agreements,the investors did not have a unified judgment point of view in the judgment of gambling disputes with the target company.Before the "Jiumin Minutes" was issued,most of the judgments on disputes over the validity of gambling agreements were based on the judgment results of courts at all levels.Therefore,whether the gambling agreement signed between the investor and the financing company(target company)is valid has become a major controversy in the judicial circle at that time.In 2012,my country’s first case against the gambling agreement,the “ Haifu case ”,was finalized by the Supreme People ’ s Court.This effective judgment made the gambling behavior with the target company at that time a gambling agreement.Easily touched,based on the judgment of the above Haifu case,most investors will eventually choose other gambling subjects to avoid the risk of potential gambling agreement invalidation,because the attention and influence of the case are relatively huge.The influence of the judgment of the case could not be eliminated in a short period of time.Until2019,the judgment thinking of the "Hua Gong case" completely subverted the judgment thinking of the "Haifu case".This case also became a redemption case against the target company at that time.The judgment of this case affirmed the validity of the gambling agreement between the investor and the target company.For the first time,the focus of the gambling agreement was changed from whether the agreement was invalid to whether the agreement can be effectively implemented.This dispute The transfer of points indicates that the "Era of Haifu" judgment has come to an end,and a new era of gambling is coming: In November 2019,the "Jiumin Minutes" promulgated by the Supreme People’s Court on the validity and implementation of the gambling agreement A unified judgment idea was formally put forward,that is,in the absence of statutory invalidity,the gambling agreement between the investor and the target company is a valid agreement in principle.This view not only coincides with the judgment of the Huagong case.It also unified the judgment line of thinking to a certain extent.However,in the specific implementation of the obligations of the agreement,the "Jiumin Minutes" also stated that the implementation of the agreement needs to meet the mandatory provisions involved in share repurchase and monetary compensation.Since then,the disputes over the effectiveness of the gambling agreement in the academic and practical circles have been settled,and the actual implementation of the agreement has become a new "battlefield".The balance of interests between the investor and the target company and creditors has also reached a state of equilibrium with the introduction of the ``Minutes of the Nine Peoples’ ’,which has eased the difficulty of corporate financing to a certain extent,but there are still difficulties in agreement in actual operation.Whether the new issue of performance and the emergence of new judgment ideas can give the target company the space to actually perform the gambling agreement requires further research and demonstration.This article focuses on the research after the release of the Jiu Min Minutes,under the premise that the gambling agreement with the target company is a valid agreement by default,to study the equity repurchase when the investor and the target company fail to perform the gambling and trigger the fulfillment obligation.The space for fulfillment of obligations or monetary compensation obligations.The design of the prerequisites for performing capital reduction procedures and the existence of compulsory provisions for distributable profits required in the "Minutes of the Nine Peoples",in fact,even if there are factors that are not in line with my country’s "asset credit"-oriented company law reform intentions,it is not Conducive to the development of the principle of capital maintenance.Therefore,this article will comprehensively use empirical analysis and case research methods to study the feasibility of agreement implementation,and analyze the implementation obstacles in the context of the "Nine Peoples Minutes" and give relevant implementation recommendations for the existing implementation obstacles.I hope to provide some help for the early release of a targeted agreement implementation system.