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Research On The System Of Public Company Shareholder's Right To Vote

Posted on:2012-01-19Degree:MasterType:Thesis
Country:ChinaCandidate:X ZhangFull Text:PDF
GTID:2166330338990642Subject:Civil and Commercial Law
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The historical experience of capital markets in developed countries shows that the good governance of listed company's is the cornerstone of healthy and sustainable development of capital markets. Shareholders voting rights system is one of the most important problems in Company Law, which is also an important legal system in corporate governance. With promulgation of the new Company Law, we have introduced and established the merger and acquisition system, the independent directors system and some other foreign specific legal systems. We have basically established modern company system in conformity with market economy. But in recent years, the operating practice of the Shareholders' meeting of domestic listed companies as a foundation, aimed at the existing practical problems of shareholders voting rights system in shareholders' meeting, explore effective ways to improve the governance structure of listed companies, so as to protect large shareholders especially tradable shareholders' equity.Under the background of the of the New Company Law, the dissertation provides the basic theories concerning the definition, nature and characteristics of shareholder's voting rights and elaborates the mechanisms and patterns of shareholder's voting rights. In addition, on the basis of referring to the advanced legislation experiences of voting rights system in foreign countries, the article discusses how to improve the system of shareholder's voting rights in our country. The paper consists of five chapters.The first chapter: The introduction of shareholder's voting rights. Firstly, this section analyzes the system of shareholder's voting rights from a legal and economic point of view, and discusses the legal nature of the voting rights and the basic principles of shareholders. Shareholder's voting rights not only have the attribute of private property rights also have the characteristics of economic law. The voting rights as a connection point between the ownership and the operating of a company, which is one of the legal inherent rights of the shareholders.The second chapter: The exercising of voting rights need certain space-time and places, and which is the shareholder voting system. This section discusses the execution methods of the traditional and new type voting rights, and analyzes the related limits of the execution methods.The third chapter: A Comparative Study of the shareholder's voting rights system. First this section elaborates shareholders voting system in civil law and common law countries, and then has a comparative research and reference on the case of current Company Law and other normative document system of shareholder voting rights.The forth chapter: The problems of shareholder's voting rights system in listed companies of China. This section based on the above analysis, combined with the provisions of Company Law in China, and raised the shareholders voting system of listed companies in China, such as the large shareholders monopolize the voting rights easily, the poor operating of cumulative voting system, the exercising problems of the agency shareholder voting system, the deficits of voting rights trusts system.The fifth chapter: The countermeasures and Suggestions of improving shareholders voting rights systems of listed companies in our countries. This section combined with our practicing experience of corporate governance and offered to build shareholder voting system to protect the minority shareholder rights; Perfect cumulative voting system; Implement the new exercising ways of the voting rights through legislation and save costs; Perfecting agency system of shareholder voting rights; Introduce voting rights trust system gradually.
Keywords/Search Tags:Public company, Shareholders voting rights system, cumulative voting system, the agency shareholder voting system, voting rights trusts system
PDF Full Text Request
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