日本上市公司的公司治理
发布时间：2018-07-26 18:21
【摘要】：日本于2005年制定了公司法典,改变了延续百余年的公司法作为商法第二编的立法体系。该法于2006年5月1日起正式开始施行。同时,日本对证券交易法也进行了大规模的修改,修改后的证券交易法更名为金融商品交易法。该法于2007年9月30日起正式开始施行。在现行日本公司法中,股份有限公司是最为重要的公司形态。从股份有限公司的法律适用的角度来考察的话,股份有限公司不仅要适用公司法,同时也要适用金融商品交易法。从法律的属性上来看,公司法主要是规定了从股份有限公司的设立到运行中有关组织层面上的私法规则;而金融商品交易法当中虽然行政性规定居于多数,但也包含了一部分私法性质的规定。本文从公司法与证券法两个不同的视角,全方位地探讨公司法与金融商品交易法两部法律本身属性不同所带来的差异,围绕上市公司公司治理结构的相关问题,全面介绍并探讨了日本立法界与理论界的最新动态。
[Abstract]:Japan enacted the Corporate Code in 2005, which changed the company law, which lasted more than one hundred years, as the second legislative system of the Commercial Law. The law came into effect on May 1, 2006. At the same time, Japan has carried on the large-scale revision to the securities exchange law, the modified securities exchange law has changed the name to the financial commodities transaction law. The law came into force on September 30, 2007. In the current Japanese company law, the joint stock limited company is the most important corporate form. From the point of view of the application of the law, the corporation should not only apply the company law, but also the financial commodities law. In terms of the nature of the law, the Company Law mainly stipulates the rules of private law from the establishment of a joint stock limited company to its operation at the organizational level; and although the administrative provisions of the Financial Commodities Trading Law are in the majority, However, it also contains some provisions of the nature of private law. From two different angles of view of company law and securities law, this paper probes into the differences brought about by the different attributes of company law and financial commodities law, and focuses on the related problems of the governance structure of listed companies. This paper comprehensively introduces and discusses the latest developments of the Japanese legislative and theoretical circles.
【作者单位】： 日本东京大学;清华大学深圳研究生院;
【分类号】：D931.3;DD912.29
，
本文编号：2146897
[Abstract]:Japan enacted the Corporate Code in 2005, which changed the company law, which lasted more than one hundred years, as the second legislative system of the Commercial Law. The law came into effect on May 1, 2006. At the same time, Japan has carried on the large-scale revision to the securities exchange law, the modified securities exchange law has changed the name to the financial commodities transaction law. The law came into force on September 30, 2007. In the current Japanese company law, the joint stock limited company is the most important corporate form. From the point of view of the application of the law, the corporation should not only apply the company law, but also the financial commodities law. In terms of the nature of the law, the Company Law mainly stipulates the rules of private law from the establishment of a joint stock limited company to its operation at the organizational level; and although the administrative provisions of the Financial Commodities Trading Law are in the majority, However, it also contains some provisions of the nature of private law. From two different angles of view of company law and securities law, this paper probes into the differences brought about by the different attributes of company law and financial commodities law, and focuses on the related problems of the governance structure of listed companies. This paper comprehensively introduces and discusses the latest developments of the Japanese legislative and theoretical circles.
【作者单位】： 日本东京大学;清华大学深圳研究生院;
【分类号】：D931.3;DD912.29
，
本文编号：2146897
本文链接：https://www.wllwen.com/falvlunwen/fashilw/2146897.html
