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关联交易是现代企业制度发展的必然结果,其存在具有合理性,也对企业和市场的发展具有积极作用,各国法律对关联交易的规制也经历了从完全禁止到逐步放开的过程。但另一方面,关联交易侵害股东、公司利益的倾向依旧。由于公司治理由股东会中心主义向董事会中心主义转变,董事会权力扩大,对董事自我交易的规制更具有重要意义。本文将对目前对其规制理念作简要探讨。
The related party transactions are the inevitable result of the development of the modern enterprise system. The existence of the related party transactions is reasonable and also plays a positive role in the development of the enterprises and markets. The regulation of related party transactions in various countries has undergone a process from complete ban to gradual liberalization. On the other hand, the tendency of related party transactions to infringe the interests of the shareholders and the company remains unchanged. Due to the change of corporate governance from board-centering to board-centering, the power of the board of directors is enlarged. It is of great importance to the regulation of directors’ self-dealing. This article will briefly discuss the current regulatory concept.