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一致行动关系的认定是我国上市公司监管中的关键问题。实践中存在利用一致行动关系规避重组上市、隐蔽举牌、争夺控制权、规避法定义务等乱象。一致行动关系以表决权为核心,存在于收购及增减持双向权益变动前后,与关联关系存在一定交叉。近亲属间一致行动关系的解除需审慎处理,合作经营者的关系据其角色和作用判定,一致行动协议的规范性尚待提高。完善一致行动关系的认定标准需从实体、程序、监管手段等方面着力。
The identification of concerted action is the key issue in the supervision of listed companies in our country. There are chaos in practice, such as avoiding the reorganization of listing, concealing the card, competing for control, evading legal obligations by using concerted actions. Concerted action to the voting rights as the core, there are changes in the acquisition and increase and decrease before and after the two-way changes in ownership, there are some cross-relations with the relationship. The removal of the relationship of concerted action between close relatives needs to be handled prudently. The relationship between cooperative operators is determined by their roles and functions and the normative nature of concerted action needs to be improved. Improving standards for the determination of concerted action needs to be focused on entities, procedures, regulatory tools and more.