The Study On The System Of Excluding Of The Voting Right Of The Shareholder

As a system to restrict the controlling shareholders'voting rights in certain circumstances in order to protect the rights of the minority sareholders,excluding of the voting right of the shareholder is defined as follow: a shareholder who have had voting right is banned to vote because of some given conditons about special interested relationship。The number of the above shareholders'voting rights is also eliminated from the total number of voting rights. Our country's Company Law has established this system after being altered, but it is only confinded to one circumstance, that is guaranteeing for shareholders. Such regulation is not enough, so it is necessary not only to establish the system fully but also to consummate the relating regulations. Since the system can rectify the principles of majority rule and one vote for each share held, it can also help to persue the substantial equity.The dissertation starts with the connotation and legal theory of the excluding of the voting right of the shareholder by comparing the similar concepts, then analyzes the function for subject and time, finds the key to the tendency of this system's formalism and clarifies its value in order to discuss the applying origin, range and effects. Finally, it analyzes the defect of the system and then puts forward some reasonable advice accoring to the above discussion and the actuality of our country's Company Law.The article is separated into three parts including foreword,text and conclusion.The foreword brings forward the problem, points out the legal actuality of our country as well as the necessity to build such system, then expresses my attitude and writing purpose.The text is divided into four chapters. Chapter One describes the connotation and legal theory of the excluding of the voting right of the shareholders, illuminating the supporting theory in four aspects. Chapter Two focuses on the functions of this system for both subject and time angles respectively as well as the denounce of the system and the response to the denounce. Chapter Three concentrates on the details of the applying of the system. Chapter Four is about the defects of the legal actuality and the ideal design of the system of excluding of the voting right of the shareholder in our country.The conclusion sums up the whole dissertation, emphasizes the article's standpoints, restates the value of the system and points out the direction to perfect the system again.