The Legal Protection Of Minority Shareholders' Interests In Chinese Company Law

The distinctive characteristic of modern corporation system is that the order of its rights and system is centered on capital. This characteristic requests the capital majority rule shall be implemented. However, the application of this rule will inevitably lead to some interests conflicts between the majority shareholders and minority shareholders. Majority shareholders always abuse their controlling power and do harm to the interests of minority shareholders. At present, strengthening the protection of the rights and interests of minority shareholders has become a core in the legislation of corporation in the world. It is also become one of urgent problems to be solved in our country. Therefore, it is necessary for us to review and analyze the present situation, the reasons of being invaded, legal principle and realistic meanings of the protecting the rights and interests of minority shareholders in our country. Combined with the spirits of the new Corporation Law of our country, drawing on the mature theory approach and judicial practice of foreign country, the article also analyzes the methods of perfecting the mechanism of protecting the rights and interests of minority shareholders while calling for improving the legal level of protecting the rights and interests of minority shareholders in our country.By explaining the definitions of minority and majority shareholders as well as the classification of shareholders' interests, this essay analyzed the legal foundation of protection the interests of minority shareholders and the investigative factors in its system design. Analyzed and drew on the experience of legislative practice in other foreign countries. Reviewed and concluded the present situation in our country and also listed some means about how majority shareholders infringing upon minority shareholders, profoundly analyze the reasons. This thesis emphatically discussed the conceive of establishing and perfecting the protection mechanism on minority shareholders, that is fully guaranteed the minority shareholders Rights to learn the truth, judicial mechanism of minority shareholders' withdrawal of stock, judicial remedies .