On The Right Of Share Repurchase Of Substantial Shareholders Of China Limited

The Appraisal Right of Dissenters is derived from the principle of “the majorityconsent”, the rule as a system to provide the necessary protection for the balance ofinterests between shareholders. But to maintain shareholders’ equity point of view, theacquisition of equity claims and “The Majority” rule have some contradictions,according to the rule, the company’s affairs can be changed by majority vote of theshareholders way, the controlling shareholders will rise theirs willing as the company’s,so that the detriment of the interests of minority shareholders. The appraisal right ofdissenters is an effective mechanism to resolve these problems. Our companylegislation has also adopted the system in the form of laws in2005, and made detailedprovisions for the limited liability company. This legislation allows us to applyefficiently the laws. While, a good system is always behind the practice of law, withthe promulgation and implementation of the system, not only are there many problemsin the specific operation, but also the flaws and shortcomings of the system exposed.Therefore, the study of the Appraisal Right of Dissenters has practical significance toexplore and research.The whole thesis mainly consists of three parts: the introduction, the main partand the conclusion. And the main part is divided into three parts:The first chapter, introduces the basic theory of the Appraisal Right of Dissentersabout our limited liability company, starting from its meaning and significance,analyze the concept and the nature, and detail its significance for the protection ofminority shareholders and features of Limited Liability Company;The second chapter, elaborates three scenarios and exercise program underapplication of a limited liability company about this system;The third chapter, combined with analysis of the first two parts to propose theproblems in the application process, these problems mainly include the balance conflictbetween the shareholders and the company and protect the interests of creditors of thecompany, put forward some suggestions for improvement, hoping to contribute to improve the system.The article highly claims the Appraisal Right of Dissenters that this system is inline with excellent international legislation, in fact, it indeed plays its due role in thelegitimate rights and interests’ protection shareholders, but it also recognizes weaknessof the system in the process and the physical system. The article focuses intently onshareholders’ equity and creditor rights protection, meanwhile, due to lack of capacityand more learning, personal views are not mature, and so the system will be in-depthstudied in the future.