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On Voting Right Relief System For Minority Stockholders Of The Limited-liability Company

Posted on:2006-04-05Degree:MasterType:Thesis
Country:ChinaCandidate:H XiaoFull Text:PDF
GTID:2166360155961951Subject:Civil and Commercial Law
Abstract/Summary:PDF Full Text Request
Stockholder's voting right, the most important right of stockholders, refers to the right enjoyed by stockholders of the limited-liability company to express their ideas about the company's draft resolution at the meeting attended by stockholders in the light of their position in the company. Superficially speaking, minority stockholders and big stockholders are put on an equal footing according to their identity and position, however, the former cannot enjoy as much right as the latter, they are essentially in unequal position, which results from the fact that in the company more shares are not held by minority stockholders but by big stockholders who deprive minority stockholders of rights through lawfully owning most of the capital stock votes to control the company. Therefore, more system consideration shall be given to minority stockholders, i.e. voting right relief shall be provided for minority stockholders so as to effectively guarantee their voting rights.The present dissertation aims to make a study on the law system of providing voting right relief for minority stockholders of the limited-liability company. Firstly, this paper, based on law and economy theories, presents answers to the following questions: Why do stockholders own rights to vote while other interests-concerning people such as creditors do not have their voting power? Why shall "one share, one vote" be taken as the basic principle? Why do minority stockholders take a rationally indifferent attitude and tend to seek for "hitchhike"? Why shall minority stockholders be given special protection through providing them with voting right relief? Secondly, this paper deeps into some typical countermeasures taken by Taiwan Province of China and other countries to provide voting right relief for minority stockholders. With an analysis on the current situation in the mainland of China, the author finds out that there exist relatively mature laws and regulations on giving voting right relief to minority stockholders in Taiwan Province and other countries, however, in China, the Company Law has its striking weak points: it is rather general and simple; although the departmental rules and regulations issued by the Stock Supervisory Committee of China appear to be better ones, they are still incomplete and at low level, even different editions do not agree with one another. Lastly, this paper, based on the current situation in the mainland of China and successful experience of Chinese Taiwan and other countries, proposes that some measures be taken by the competent department for the purpose of improving the system of giving voting right relief to...
Keywords/Search Tags:Limited-liability company, Minority stockholders, Voting right, Relief
PDF Full Text Request
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