Research On Legal Problems Of Protecting Small And Medium-sized Shareholders' Rights

The standard idea of right has been advocated in the society governed by law, and the company is the most important, most active subject in the modern economic relations. So it has already become an important research subject in law science to protect the rights of minority shareholder, whose number is great, but relatively weak. It has great theoretical value and realistic meaning with the lasting development of the modern company, and with the rule of law to modern company. Research of foreign law circles on company law accompanied with the development of company system is long-standing, among which some system design already involves in the special protection of minor stockholders' rights. The research of domestic company law gradually begins to pay close attention to this subject in recent years. A batch of relevant scientific papers emerges successively, and the relevant chapters of some monographs are involved too. But systematic, deep achievements directed against this subject are still rare. This essay links closely to the subject, and start with the real example to analyze from the typical cases of shareholder derived lawsuit, and put forward the realistic problem that minority stockholders' rights are encroached on and should properly protect. Two major origins that the question produces have been analyzed: First, big shareholders abuse shareholder's right and damage the small and medium-sized stockholders' equity mainly through the related trade behavior; second, big shareholders control the elections of boards, board of supervisors. The article puts forward the legal principal basis of special protection of small and medium-sized shareholders' rights through the field of legal value. Namely in order to seek the fair value of the law with agreeing with efficiency and benefit value on a higher level, minority stockholder pursuit to fair and benefit during the legal practice. The paper attempts to give afinal settlement for the protection of minority shareholders' rights: at first, the principal of establishing this protection is shareholders' essence, and propose that this protection is shareholders' essence, and propose that this protection should receive the big shareholder's just rights and the restriction of whole interests of the company; propose that concrete system be built, and also three-dimensional protections: Prevention, supervision and compensation; construct a overall legal spaces for the protection of minority shareholders' rights.