Research On The Shareholder Proxy Voting System

Among operation in the modern company, corporate governance is a decisive factor. At present in the Chinese companies, corporate governance has become the decisive fundamental element of sustainable development of China's capital market's ability. The full significance of corporate governance is to ensure how to run the company in the position of maximizes the interests of shareholders to maximize in the actions of the operators and how to overcome the agency costs brought by separation of ownership. Proxy voting system is an important legal system of corporate governance. In the early 20th century, the system has been established in the Anglo-American and other developed countries and played an important role in these countries. It can be said that the continuing growth of large companies and the sustaining development capital markets are largely due to the effective functioning of the system. At present, although China has not established a unified comprehensive system of shareholder voting rights proxy, yet practically there have been real cases which govern the companies by using this system. The absence of clear legal guidelines resulted in non-uniform rules of practice and operational chaos. It significantly detracted the value of the proxy voting system. How to combine the arising practical problems, fully learn the advanced experience of foreign countries and establish our shareholders proxy voting system have become a top priority.In this paper, with the use of an approach of comparing, we study the background and the operation of proxy voting system in the United States, Germany, Japan and other countries and regions, combine analyze the problems in China's practice, explore the feasibility and necessity of establishing such a system and elaborate on the basic issues involved in establishing and improving the system. This paper is divided into four parts Starting from status and the background in the development of proxy voting systems of developed countries, we analyze qualifications, rights, obligations and responsibilities the main principal and agent in voting rights proxy system, further explore many problems in the operation combined with China's practice in voting rights proxy system, discuss a number of controversial ideas in operation of the system and the way of solving them. Finally, we put forward legislative proposals of improving our voting rights proxy system as a whole.