Protection Of Minority Shareholders' Interests

Under our China's existing system managed by corporation, there is an universal phenomenon that the holding shareholders abuse duties in company especially listed company. Therefore, how to protect the interests of the light stockholders is the focus of social concern.Shareholders meeting is the highest resolution organ of the company where share holders operate their rights. Thus to a certain extent it will effectively protect the interests of the light shareholders by fully guaranteeing them to exercise the right to vote. Analyzing insufficiency of our existing tradition way of voting, drawing lessons from the advanced legislation and legal precedent of other countries on the shareholders' exercising the right to vote and according to our China's actual conditions, this paper probes into different ways of exercising the right to vote, the superiority of several related systems and the thinking of our introducing these system, perferencing. Voting ways of our China's shareholders and safeguarding lawful rights and interests of the light shareholders.This thesis consists of five parts, apart from introduction and conclusion. Introduction : here, two questions are first put forward: how to distinguish the heavy stockholders and the light stockholders, and why should we pay special lawful attention to the latter, which are logical precondition to this thesis.Parti:Basic theory of protecting the light stockholders' right to vote.First, this part briefly introduces the safeguarding of the light stockholders' rights and interests from the angle of lawful theory. A conclusion is drawn: the idea of the shareholders' equality, is essentially the basis of lawful theory on which modern company law emphasizes specially protecting the light shareholders.Second, this paper simply summarizes the meaning of the shareholders' right to vote and discloses the reason that it is the shareholders, not the creditor and the employee that have the right to vote the important things of company from the point of economic law. Then, the nature of the shareholders' voting right is summed up.Third: in this part, it affirms that the principle a person, having one share has the right to vote pays a leading role in the decision on the important thing. Besides, it systematically expounds and prove the exceptional situationPart IIThe ways of exercising the Shareholders' right to voteAny single way fails to meet the needs of all kinds of companies and shareholders. Therefore, to ensure the voting right of the light shareholders to be properly exercised, it's necessary to theoretically standardize its exercising way, adjust and strengthen the related part when modifying company law. Multi-angle and multilevel exercising system of the right to vote should be built as soon as possible so as to safeguard the light shareholders' rights and interests through the system.Part IIIExcluding system of the right to voteThis part makes a brief introduction to legislation and legal precedent in western countries, and analyzes the legislation regulation, scope of excluding subject, lawfuleffect of excluding and relief measures when this system is violated. Then some tentative idea of introducing this system to our China is put forward.Part IVAccumulative voting systemFirst, this part reviews its history, especially its development in America. In Japan and our Taiwan area, influenced by American legislation attitude this system experienced the change from compulsion to permission. Then, it analyzes the advantages of this accumulative voting system and lawful environment of practising it.PartVSystem of category shareholders' meetingThis part first puts forward and clarifies a problem: why will this system be built? Then, it probes into the procedure of category shareholders' meeting, such as, its calling together and holding, its important document and relief of decision flaw and so on.