Interests Of Minority Shareholders Of Joint-stock Companies In China To Protect

The subject matter of this thesis is concerned with the protection of minor shareholders?rights and interests in stock company. Stock company is the most important and typical form of company in market economy. In our country, during the process of the market-oriented reform, stock companies have been developing very rapidly. However, due to various reasons, the institution normalization does not keep the pace with the steps of economic development, and many problems have emerged, especially, the neglect and encroachment of the rights and interests of minor shareholders have happened frequently, all of above problems seriously restrict the development of stock market. The logic of the paper is as follows: First of all, the lack of mechanism of protecting minor shareholders right and interests is expounded from the evolution of stock system, consequently, the stock companies cannot develop well. Through the comparison of the current condition of minor shareholders in China and that of international case, the author puts forward some ideas about operational scheme of the protection of minor shareholders?rights in China. This thesis is divided into four chapters. Chapter one is a general analysis of the protection of minor shareholders?rights and interests, which is the theoretical basis of the thesis and can be divided into three sections. Section one is about the definition, properties and content of shareholders?rights and interests. After discussing the reasons that the strength of minor shareholders is trivial in stock company, section two talks about the history of stock company and draws the conclusion that at all time, the minor shareholders?rights and interests are protected by morality or law. Section three analyses the reasons that dominating shareholders and managers encroach on minor shareholders?rights and interests. In chapter two, we analyze the status quo of the protection of minor shareholders?rights and interests in China. In the first part, the research scope is restricted to the listed-stock-companies because only listed-stock-companies have enough data to analyzer consequently~ we take the listed-stock-companies in China for instance, make an analysis of various unlawful behaviors in the stock market. In the second part, we analyze the three reasons of unsatisfactory condition of minor shareholders?protection: unreasonable shareholder抯 structure, unsound legal system, and deficient supervision regulations. Chapter three takes a look at the experience of minor shareholders protection in foreign countries. Firstly, the chapter puts forward a series of standards for minor shareholders protection. The research result shows that common-law-countries such as the United States and the United Kingdom provide the best protection to the minor shareholders, and that 2 there e~d~t~ the direct proportion relationship between the protection of minor shareholders and the virtuous development of stock market. Then, we conclude that the protection of minor shareholders is the starting point to contribute to the virtuous cycle of listed-stock-company and stock market as well as the whole economy. The last part of this chapter is the study of the US experience in the aspects of institution and law respects, such as the civil compensation, the institution of accrued voting rights,...