跨国公司责任承担问题研究——对子公司中小股东和债权人的保护.pdf

ABSTRACT The multinational enterprise is the most important economic power in nowaday world, which sets up her subsidiary throughout the world and set forth the uniform business strategy at the aim of maximizing her world-wide proficiency, by sacrificing the interests of the minority shareholders and the interests of the creditors of subsidiary. But the multinational enterprise can often escape from the punishment by taking advantage of the legal conflicts among different countries. So in this thesis, it is discussed that, under the multinational enterprise background, the legal protection for the minority shareholders and creditors of subsidiary. It is to be developed in two aspects, which are the corporate governance and the regulation of the liability regime, with applying the theories of corporate law, those of international private law and those of the international economic law, for the purpose to refrain the abuse of the dominating power and to definite the responsibilities. The problems arising from multinational enterprise relates to many sections of the law, also the extraterritorial jurisdiction is involved. In the first chapter, the basic principles in the field of the corporate law, (the author makes emphasis on the principle of equality of the shareholders, the majority capital determine principle of , the principle of independent legal personality, the principle of limited liability ) . Besides, most part of the transactions conducted by multinational enterprise involve the foreign factors. So it will meet the conflicts of jurisdiction, conflicts of legislation and the disputes of the extra-territorial jurisdictionit is necessary to introduce the principles of application of the extraterritorial jur