On The Judicial Relief To The Minority Shareholders' Interest During Tender Offer

In 2003, Many tender offer cases took place in the Chinese capital market, of which the Fuxing Group offered the Nangang stocks and the Dishang Group offered the Chengshang stocks are quite famous. Tender offer, as an invitation segment in China is one of the most common manners of acquisition in the foreign capital market. When we have a careful study on the similar and real tender offer cases in the stock market, we will easily find that the minority shareholders' interest will be easily harmed and their voice was always neglected because their stocks scattered widely. Although more duties were specified for directors and more rights were granted to the shareholders in relevant laws, such specifications were not performed fully, and the realization of the right of the shareholders still has a long way to go. As the proverb says, "No remedy, no right." Judicial relief should be granted to the minority shareholders of the firm, otherwise there's no way to protect their right and relevant legislation will be of no use. As is known to all, whether shareholder should be given right of action and how to protect right of action efficiently is key to judicial relief, right of action here means civil right of action. Criminal and administrative relief to the minority shareholders' interest in the process of tender offer is regulated fully in securities law. However, civil relief is not regulated specifically and fully in this law, it directly leads to the illegal actions which harm the minority shareholders' interest in the stock market and makes it hard to prove the actors civil liability, thus the minority shareholders' interest can not be protected efficiently.The route of judicial relief to the minority shareholders' interest during tender offer is the core content in this thesis. The minority shareholders are always in a vulnerable position, through expounding the characteristic of tender offer and the special position of the minority shareholder, showing the theoretical necessity of judicial relief to them during tender offer. This thesis further analysed the tender offer system available in our country, pointing out the defects of protection method at present and putting forward the realistic necessity of judicial relief to the minority shareholders' interest during tender offer. This thesis also compares the distinction of the method of foreign countries' judicial relief to the minority shareholders' interest during tender offer, some experience are quite useful to the legislation of our country. All in all, the legislation and regulation of the minority shareholders' interest should fully take the actual situation of our country into consideration, and all the...