Study On The System Of The Appraisal Right Of Dissent Shareholders

As the modern corporations have been accepted majority voting rule as a general principle, how to protect the minor dissent shareholders' interests and the corporation's operation and its steady development at the same time is a question. The appraisal right of dissent shareholders could solve this problem perfectly. When a transaction may significantly affect the shareholders' interests and rights, the dissent shareholders are to be entitled to dissent from such a transaction and receive fair compensation for their shares, and secede from the corporation which is fundamentally changed. Therefore, the appraisal right could help minority shareholders avoiding infringes from majority shareholders. Given the fact that appraisal right has been newly established in our country, some of its rules are inadequate. We must have these rules perfected in the future.Through reviewing the system of the appraisal right of dissent shareholders, by means of norm analysis, comparative research and so on, the author discusses and studies the very system on views of theory and practice. This article is composed of three parts. Charter One firstly illustrates the concept of the appraisal right. Then by describing the system of the appraisal right of dissent shareholders in PRC, pointing out potential problems in current legal system. Charter Two introduces and compares the system of the appraisal right of dissent shareholders in USA, UK, Japan and Korea. Charter Three is the mainly part of this article. In this part it provides feasible suggestions for the system of the appraisal right of dissent shareholders in our country.