Study On The Appeal Of Circulating Shareholders In The Delisting Company

The stock market is an outstanding company market. Only the stock of company who conform the legal rule can enter into the stock market. Once some companies no longer confirm to the market condition, they has to withdraw from the stock market. The companies draw back from the stock market also to be able to involve to various aspects benefit, especially circulation stock shareholder. Once the stock they buy in the stock market is drawn back, the price of the stock greatly falls. When the phenomenon of company drawing back from the market happens, the circulation stock shareholders suffer the loss is most serious. We must consummate the corresponding law and the system to protect their benefits.This article mainly discusses the circulation stock shareholders after stock which they purchase is drew back by the stock exchange, whether may by their own name to the People's court prosecution sue the decision of the stock exchange not to be legal and how to protect the stockholder's benefits. The article is divided into four parts, as cut into the case, through analyzes this case and conducts the question research.The first part of the article proposes the case obtains by a circulation stock shareholder to the People's court prosecution .And further analyze the complex transformation about the decision .Finally analyze the legal ship between stock exchange and circulation stock shareholders, the legal ship of the stockholder and company as well as protecting of the circulation stock shareholders.The second part proposes that the circulation stock shareholders have no right to sue in the aspect of Security Law. They only have the shareholder and company's right and duty and have no direct relationship with the stock market. From the relationship between company and stock market to say that, they mainly involve the agreement relationship. According to contract relativity, the circulation stock shareholder is not the contract litigant, so he and stock market do not have any legal relationship .If they can not accept the decision, they can reexamine the institution application .But that has this right only belongs to the establishment litigant. In addition the circulation stock shareholders unable to purchase the stock in the stock market directly and they only entrust the negotiable securities company for these purchase. Negotiable securities company carry on the transaction on their own name, so the circulation stock shareholders have no relationship with stock market.The third part proposes that the circulation stock shareholder have no right to decide the fortune of the firm. They only can express their opinions and rights in the General Meeting of shareholders. Said from company government structure that, the General Meeting of shareholders is the organization which forms the company's meeting and is authorized to make decision about important matter of the company. As for the limited company, the single shareholders have no right to decide its destiny. This kind of resolution decision making power only belongs to the General Meeting of shareholders and any persons have no right to decide. There are two reasons about the situation. They never realize them as shareholders who grasp the stockholder's rights. Besides they never realize the stock is the combination of right and the benefit. They minor shareholder execute the right to vote will often suppress by the major stockholder or embezzle.The forth part mainly discusses the circulation stock shareholders how to protect their benefit. One is that apply to carry out General Meeting .The other is perfect the shareholder's sue. Although our new law relate to the shareholder's sue, there are various stipulation in sufficiently and some aspects need us to consummate. It includes some contents as following. First the procedure of applying, that is exhaust the company interior relieve .Only has after board of supervisions, the board of director service the request, pass through period of time not to file the law suit or not to give the answer regarding this. Second, the shareholder derives the lawsuit litigant. A shareholder wants to file the derivation to have the two requirements. The plaintiff when mentions must have the shareholder's status with maintenance derivation law suit. Third, that is the object of lawsuit. Besides, we should consummate outside the field the negotiable securities transaction market. At present, our legal rule about the company drawing back from the market must enter into the system. But our legal rule is imperfect and when the stock enters into the system, which is equal to has judged the stock "the death penalty". In order to charge the present situation, we should profit the stock market experience from America. We should develop "the third market" and construct the multilevel market system, transfer the information platform and establish the real time monitoring of system.