Study On Share Buy-back System

Share buy-back system become foreign one Company tactics that listed company adopt extensively already now, with the development of market economy of our country, appear Shenneng Stocks Trading Co., refrigerator compress and sky personwho take state-owned stock buy-back case, and our country's current" company law "Stipulate because share inherent defect of buy-back might regard as company holdingshareholder , director seek personal tool of private interests, thus it damage company, in interests of minority stock holder and creditor,compare. This system systematic research of this text, in order to enlighten and benefit to of our country share buy-back legislation of to some extent, make this system play its due role in our country's company's practice! This text divide into sixChapter one probe into share meaning of buy-back at first besides foreword, analyse here meaning of share emphatically, through is it think meaning of share of here not merely refer to the shares of the Limited Company to analyse, and too including investment volume (hold one ) of limited company. Secondly , have analysed the reason forbidden in buy-back of shares from the legal principle is had , looking from legal principle, the company is a juridical association with independent personality , legal person attribute of company make company and its shareholder come independently, if company obtain and hold one's own share not to can lead to the fact Company and shareholder's personality to confuse, cause logic to be confused, watch from law policy, company obtain one's own share is it endanger capital keep the principle to produce too, damage shareholder's equal principle, endanger the fairness controlled , endanger the harm , such as fairness of the trade ,etc, so forbidthe company to obtain one's own share in early company laws of various countries. Go to from legal principle finally and practice of company analyse share reason that buy-back relaxes , looking from legal principle, the company is the typical profit-generating juridical association, affirm that it enjoys the right ability of the proprietary as natural person, and its share is the marketable securities with property nature and height circulation, one's own share and others' share should be regarded as equal. So as manage company of subject can buy share of type any from securitymarket, including oneself issue share outside too certainly, share buy-back whether company is it purchase to favourable weapons tactics instead to implement from company practice, can stabilize or raise company's stock price , have Set up staff hold share system and stock option system , is it form company and " two-win " situation of shareholder to help. Through analyse share buy-back has there are his inherent drawbacks , there are a lot of favorable respects too at the same time, so the companies of various countries legislate from forbidding moving towards relaxing , while expanding exceptional situation of buy-back of shares, pay attention to adopting other restriction means even more, by reducing the emergence of its drawback as much as possible. Thus create good environment for management of the company.Chapter two to the comparative analysis of two kinds of modes of the legislative example of the buy-back of the share in the world. One it, mode of Germany, regard Germany , France as representative , adopt for most European countries , Japan , Korea S. , of our country Taiwan company law. These countries and regions principles forbid the buy-back of shares , only in specific and exceptional cases, is it allow company obtain one's own share conditionally to start, at the same time too to make one's own behavior of share make all sorts of restrictions. This text give an example Germany legislative example, Japan legislative example, France legislative example, Britain's legislative example, European Union's legislative example, the legislative example in Taiwan. Different from Germany's mode, what U.S.A. adopted is the unique mode of " allowing in...