Research On Proposal Right Of Shareholders Of Joint-stock Limited Company

The proposal right of shareholders means a kind of right owned by shareholders in compliance with certain conditions who can propose the advice in compliance with the regulated conditions and ask for recording in the notice of general meeting and discussion in the general meeting. The proposal system of shareholders refers to a series of rules that shareholders give some proposals in order to participate in the operation of the company and vindicate their legitimate rights and benefits. There are some related regulations with regard to the proposal right of shareholders at home and abroad.The proposal system of shareholders has theoretical and practical meaning for the company and the individual benefits of shareholders. Theoretically, the proposal right of shareholders is not only the extension of Human Right Theory in corporation fields and requirement of the principle of shareholder equity, but also the original meaning of shareholders' rights. Practically, the proposal right of shareholders is a necessary part for improving Corporation Law, a necessary method to realize the balance in the company, and a necessary requirement of promoting operation structure of the company.The content of the proposal right of shareholders is the basis and key point of establishing the proposal system of shareholders. The conditions of the proposal subject, the extent of the proposal content, the voting procedure for the proposal and the remedy for violating the proposal right - all these points are crucial for establishing the proposal system of shareholders. There are a lot of deficiencies in respect of the above points in the PRC corporation laws, adversely affecting the practice of the proposal right, protection of the legitimate benefits of shareholders and the development of the company. Therefore, the proposal system of shareholders shall be improved with reference to foreign related theory and regulations combining with the current situations in China.This paper consists of four chapters. Chapter One is about the conception and nature of the proposal right of shareholders. This part starts with the conception of proposal and proposal right, and then discusses the conception and nature of the proposal right of shareholders. Chapter Two analyzes the sense of the proposal right of shareholders theoretically and practically. Chapter Three elaborates on the contents of the proposal right of shareholders in respect of contents, conditions of subjects, procedures of the rights and remedy. Chapter Four analyzes the deficiencies in the PRC laws in respect of the proposal right of shareholders and propose some advices combining with the aforementioned analysis as follows: improving the conditions of proposal subjects, establishing proposal examination system, promoting proposal practice procedures, establishing remedy system of the proposal right of shareholders and allowing the Articles of Association to make specific regulations.