Discussion About State-owned Shares Right's Transfer

The transfer of State-owned Shares because of its large quantity, punch-drunk subject and complexity of operation in the course has become the greatest difficult problem in reformation of State-owned Enterprise at present. And the legal characteristic of State-owned Shares right make its transfer different form other civil right's. This thesis combines the background of State-owned Enterprise's reformance and State-owned Shares liquidation, investigates State-owned Shares Right's legal character .analyses its legal relation and all interests subjector's relation, then points out the drawback of the current legislation about State-owned Shares Right transfer, on this basis puts forward some legislative suggestions.The thesis has adopted comparative analysis and legal-economics analysis approach, through proposes problem, analyses problem and solves problem. Except the preface and epilogue, the text is divided into five chapters altogether.Chapter one first introduces the concept of State-owned Shares, then compare State-owed Shares Right's transfer with State-owned Shares liquidation.Chapter two analyses the legal character of stock right and State-owned Shares right at first, then compares State-owned Shares Right with public circulate shares right, and points out State-owed Shares Right is a new-type property right transformed from national ownership through providing funds to company .It is a property right of company law also.There are differences between State-owned Shares Right and stock right of the public circulating shares. First of all, the State-owned Stock Right is "general", namely should enjoy the equal right with corporate share , public stock in the security market. "General" of State-owned Shares Right is all contents in the security market of national civil right. Secondly, because the strict restriction in circulate, leads to the fact State-owned Stock Right appears characteristic of "solidify".Chapter three analyses the feasibility and characteristic of State-owned Shares Right transfer.Sector one firstly demonstrates State-owned Shares Right's "solidify" causes the unfavorable consequence, secondly lists the function of State-owned Shares Right transfer. Section two points out the cause of difference between State-owned Shares Right's transfer and stock right of the public circulating shares' come from economic and legal root.Chapter four analyses all interests subjects' relation in the transfer of State-owned Shares.Sector one is about the transfering subject. This sector define State-owned Shares Right subject and State-owned Shares Right trust agent relation. Sector tow is about the object of transfering. This sector clarify the concepts of "stock right" and "share" at first; Secondly point out that the current regulation has expanded the object range of State-owned Shares Right; finally point out because of defect of system design, lead to the fact two rights belonging to one classification appear different faces in utilizing and transferring. Sector three is about supervising subject's function.. This sector firstly introduces State-owned Assets Supervision and Administration of the State Council's function, then China Securities Regulatory Commission's. Sector four demonstrate the circulating.shareholder's protection. In State-owned Shares Right transfer, because circulating stock shareholders are less number, the vote strength in the shareholders' meeting is relatively weak, lack of control to company's affairs, its status is equivalent to a few shareholders. So, it is a focal point how to protect circulating stock shareholders. This sector point out that shareholders' meeting convene right, motion right, vote right, importantly, when the shareholders' meeting votes the State-owned Shares right transfer scheme, State-owned Shares shareholder should slide over. In the balance of various kinds of interests, the most principal is to insist on accomplishing openly, fairly and just , guarantee the stockholder's equity through the kind procedure .Chapter five propose the leg...