On The Foundation Of The Exercise Of Shareholders' Rights

As the research on the corporate governance is deep going, the research on the shareholders' rights should break through the technical level which is limited to the research angles of what specific rights the shareholders have and how to exercise these rights to the level that their essence is paid attention to. What the foundation of the shareholders' rights is, which has decisive effect on the exercise of shareholders' rights even on the exercise of the opposite parties' counterargument, is such a question of essence. This article tries to explore deeply into the question concerning the foundation of the exercise of shareholders' rights.The article consists of five chapters.Chapter One is the summarization of the present basic theories with regard to the shareholders' rights, introducing relevant theories and their theoretical basis.Chapter Two, first of all, demonstrates that the foundation of shareholders' rights is the acquisition of the share(stock) instead of share(stock) certificates, by reconsidering the concept of shareholders. In the following, from the developing of the theories concerning the essence of shareholders' rights, it illustrates that the foundation of shareholders' rights rests with acquisition of shareholders' qualification instead of capital contribution to the company.Chapter Three analyzes the relationship between the acquisition of shareholders' qualification and the capital contribution by shareholders from the starting point as under what circumstances can a shareholder be qualified Then it concludes that the foundation of shareholders' rights is not the capital contribution to the company.Chapter Four illustrates the development of the company capital system and the legal responsibility for shareholder's capital contribution flaw, then it goes to the same conclusion that the foundation of shareholders' rights is not the capital contribution to the company.Chapter Five discusses the basis for shareholders to exercise their specific rights such as voting right and right of dividends and concludes in the following that the foundation of shareholders' rights is the acquisition of shareholders' qualification but not the capital contribution to the company.The final conclusion of this article is that the foundation of the exercise of the shareholders' rights is the acquisition of shareholders' qualification.