The Law Of The Proxy Solicitation Of The Shareholders Voting System Analysis

With the trend of diversification of the stock structure in the modern company, the form of shareholder's attendance at general meeting has already transformed from presenting himself into entrusting other people to attend and vote, and then changed into proxy solicitation. When proxy solicitation has become an important way to contest the management control of the company together with M&A, the supervision at the behavior and procedure of proxy solicitation will turn into the needed problem in the corporation laws and the securities laws. Nowadays, several events of proxy solicitation happened in our country's stock market, which caused the investors and the supervising department's attention. Compared with this system innovation, our country's legislation relatively lags and still lacks correspondingly legal standard. Therefore, after discussing some theory and practice problems of proxy solicitation, we suggest the timing reaction of our country's legislation to adapt this system innovation in the stock market.According to the context, this thesis divided into three chapters:The first chapter mainly discusses the basic theory of proxy solicitation. Based on the connotation of the proxy solicitation, this part analyses its legal characteristic and jurisprudential foundations and the functions and latent disadvantages in modern corporate governance, and then compared the different status and legislation conditions of proxy solicitation in the countries and districts with the different modes of modern corporate governance. At the end of this chapter, we briefly review the history of proxy solicitation in our country, and give a prospect on the development tendency after the Share-trading Reform of listed companies.The second chapter concentrates on the theory and practical questions. This part focuses on four aspects of proxy solicitation: its main body, the behavior of solicitation, granting and exerting of the submitted voting rights, legal duty and redress. Among the above questions, we deeply expose some theories of the legal relationship of proxy solicitation, and cite the legal system from overseas and Taiwan region of China to explain these problems. We also make a further study on the manipulation handicap of proxy solicitation in our country at the same time.The third chapter analyses the legislation improvement of proxy solicitation in our country. According to the current situation of legislation and the latest tendency, we particularly demonstrate the necessary and feasibility of establishing proxysolicitation on legislation, and bring forward some concrete suggestions.