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产权转让,是企业兼并中的核心问题。正确处理这个问题,直接关系到国家和职工的利益。有人把企业兼并中的产权转让,单纯理解为企业资产所有权的转让,这样的认识是不全面的。事实上,有的是资产所有权的转让,有的则是资产经营权的转让。如全民所有制企业之间的兼并,由于兼并前和兼并后,企业资产的最终所有权均为全民所有,因此,这种产权转让,实质是经营权的转让。再如,不同所有制企业之间的兼并,有的由于被兼并方资产总额很大,兼并方无力出资购买。实行合并式兼并,被兼并方的法人资格消失后,由兼并方实行资产统一经营,分帐管理,根据盈亏情况,按两类资产各占的比例进行增值或减值。
Transfer of property rights is a core issue in corporate mergers. Correctly handling this issue has a direct bearing on the interests of the country and workers. Some people think that the transfer of property rights in corporate mergers is simply understood as the transfer of ownership of corporate assets. Such an understanding is not comprehensive. In fact, some are the transfer of asset ownership, while others are the transfer of asset management rights. For mergers among enterprises owned by the whole people, since the final ownership of corporate assets before the merger and merger is owned by the entire people, the transfer of such property rights is in essence the transfer of management rights. Another example is mergers between different ownership enterprises, some of which are due to the large amount of assets of the merged party and the merger party cannot afford to purchase. After the merger and merger is carried out and the legal person qualification of the merged party disappears, the merger party will implement unified asset management and separate account management. According to the profit and loss situation, the value added or depreciation shall be made according to the proportion of the two types of assets.