Ag Minority Shareholders, Protection Of The Rights And Interests Of Research

Since the publicly held corporation appeared, It provided juridical way for the society to collect the funds quickly to proceed the large-scale production, satisfied the large investor to obtain the biggest income with the limited liability, it is an important system that guarantees international community to acquire quickly economic development. But it also brought some problems at the same time, among which the violation to the rights and interests of minority shareholders by majority shareholders and "the internal person" is express outstanding. This also affects economic development and social stability seriously. Protecting the rights of the minority shareholders has becomes all countries scholar's common ground. This text tries to put forward a series of suggestions in protecting the rights and interests of minority shareholders by studying relevant theories in abroad and practice in lawmaking and combining our actual state situation together, The article is mainly divided into four parts: Chapter one The theoretical foundations and historical evolvements of the protection of the rights and interests of minority shareholders. This-Chapter mainly discussed the protective contents and protective necessity in rights of small minority shareholders. Looking back the protective history in rights of minority shareholders of two greatest system of law, concluding the regulation and developing trend, drawing lessons from which to design the minority shareholders protecting system of our country in future.Chapter two The present condition of the violation to the rights and interests of minority shareholders in our country and its causes. Through investigation to the present condition of violation to the rights of minority shareholders, we can find that the violation that suffered by minority shareholders are mainly from majority shareholders and directors of the company. The main reasons for such present condition which causes the abuse of capital dominance principle and violations to the rights of minority shareholders are as follows: first, the company organization system is not perfect;secondly, there is no homologous restricting mechanism;and thirdly, there is no definitely provision to the rights and obligations of majority shareholders and directors. Moreover, the action regulation especially the derivative action of minority shareholders is not unimpeded, which makes it impossible for them gettingeffective judicial remedy when they suffer violations.Chapter three The perfection of the company organization system in protection of minorityshareholders .Including the perfection of the shareholder's meeting system, the director'sboard system and the supervisory committee's system.Chapter four Establishing derivative action system in protecting the rights and interests ofminority shareholders . Taking the foreign experiences in protecting the rights and interests ofminority shareholders , establish derivative action system including the action subject, thelegal status of the parties to the action, the precondition of the action and the rights andresponsibilities of the acting shareholder,to prevent the rights of minority shareholders frombeing violated.