중국 국유 상장회사의 기업지배구조 실태와 개혁방향 - 대주주의 상장회사 수탈(掏空) 행위를 중심으로 -

In July, 2008, there are totally 1,593 listed companies in China. About 70% of these listed companies are the state owned listed companies, and the rest are collective or private owned listed companies. The core element that decides the efficiency and the competitive power of listed company is the corporate governance. This thesis considers the real state and reform direction of the corporate governance centering around the ‘tunneling’ of the heavy stockholders of listed companies. The methods of tunneling is considered around the 1) heavy stockholder's enforced occupying and using funds of the listed company, 2) payment guarantee on loan to the heavy stockholder by the listed company, 3) property transfer through related party transactions between the listed company and the heavy stockholder, and etc. And it also analyzed the background and the reasons why tunneling behavior have become common in China using 1) the listed company's stake structure characteristic of 'heavy stockholder's overwhelming amount of stake possession and 2)the concept of ‘potential rule’ established in the process of listing(IPO) between the existing company(mother company) and the listed company. Lastly, corporate governance reform measures by Chinese government to regulate tunneling and protect small stockholders and further assignments are considered.