Author(s)

Shudi Hu

Corresponding Author

Shudi Hu

ABSTRACT

As a major category in the Company Law and the Securities Law, the actual controller of a company is the subject that exercises real power over the operation of a company without being subject to the original regulations. From this perspective, the actual controller occupies the core of corporate governance structure compared with other major shareholders who have control over the company, so the regulation on it has become an important issue. In practice, the actual controller of an enterprise abuses the power of enterprise and destroys its independent personality repeatedly. However, the existing regulations on it are narrow in scope and missing in content. On this basis, the paper analyzed the status and problems of the strict regulation system of actual controllers in China’s legislation and the main points of modern judicial practice in such cases according to classic judicial precedents, based on which summarized the status and perfection of the system in China’s legislation.

KEYWORDS

effective controller, connected transactions, disclosure, corporate personality