Dissentient Shareholder Buyback Rights System Study

The appraisal right is a right in which shareholders can require corporation to purchase stocks at a reasonable price in a legal procedure and quit corporation when they raise an objection to some important trade affair which has been got through at the shareholders'congress. It originated from the United States and was provided by relevant laws in many other countries as a typical protection for minority shareholders under the notion of majority control. China has also adopted this remedy in its newly revised edition of Corporate Law in 2005 by adding two articles. As an appraisal remedy for the dissenters, the appraisal right settles the conflict of Majority Rule and the interest of minority shareholders. Aiming to establish the system of the appraisal right in the company law in our country, the thesis gives an over-all study on the appraisal right by comparing analysis.The content of the paper consists of three parts:Based on the first part of the concept of law, repurchase shares from the shareholders request objection to the right start with a general definition, summed up the objection to repurchase shares of the shareholders the right to request the legal characteristics, and the characteristics of the analysis, after a delay this text features the rights of the procedures should possess. As the new company law, in particular the provisions on the Company, Inc. Stock Repurchase objection shareholders the right to request only be used as system repurchase shares to be listed indeed a situation, failed to attach sufficient importance to dispute the right to request shareholders Stock Repurchase due Company Law status, that status should be the traditional company law principles - "the majority of capital must" be understood height .The second part discusses dissidents outside shareholders Stock Repurchase request right system comparison . Writing intention is to the outside through the comparison of the relevant legislation, the company clearly what our legislature can refer to draw place. The third part is a classic case of domestic start with the existing companies legislation, the new law provides our analysis of the shortcomings and explore sound recommendations.Writing in this paper, something other than the place is:First, the objection to shareholders on request to repurchase shares of the legal characteristics of the problem.Objection to repurchase shares of the shareholders the right to request the legal characteristics of the few specialized exposition, it seems that we all had to engage in procedures for objection to repurchase shares of the shareholders the right to request their basic theory has inadvertently neglected to individual documents, though repurchase shares of objection shareholders request the legal right to ask Features that has definition, but lack the necessary start and the conclusion collating, on the issue only sporadically discussed other questions in the time the author himself to a direct characterization. Objection to repurchase shares and shareholders the legal right to request all on the characteristics of a system designed to protect the rights of the starting point . Rights of the essential attribute determines the way the protection of the rights issue.Secondly, with regard to the request objection shareholders Stock Repurchase Stock Repurchase right system and the distinction between system. The study objection shareholders the right to request repurchase shares in the system, one must not overlook the relevance of the issue is the system repurchase shares . In all types of information in the literature on this subject has not explicitly tell the difference between the two, the lack of comparison between the study . Although we all recognize the objection to the default shareholders Stock Repurchase Stock Repurchase system is a kind of situation, but the difference between these two not clear. In fact, the objection to the request of shareholders Stock Repurchase system as a system and the system is not identical to repurchase shares, and other system repurchase shares subject is not unanimous. The subject of other regulatory system repurchase more for the protection of the interests of creditors, shareholders object is the subject of repurchase shares outstanding is the protection of the interests of minority shareholders. At the same time, shareholders Stock Repurchase objection to the request for the shareholders of the system is object-based system design, and to the main stake in the company to repurchase system is different. It is this distinction that makes objection to the existence of the shareholders request the right to repurchase shares as a system should not only be provided, but should, as a relatively independent system independent As a chapter in company law.Based on the above understanding, the objection to repurchase shares of the shareholders the right to request a legal issue features summary, limited to the level of the author's understanding of a very rudimentary, but the author, the author himself has deepened the understanding of this issue. As for the objection to the request of shareholders Stock Repurchase Stock Repurchase system and the distinction between system and linkages, the paper also conducted a rudimentary comparison, the comparison to deepen our understanding of the objection repurchase shares characteristics of the legal right to request understanding and grasp the object request Stock Repurchase Stock Repurchase right system for the relatively large system features objection to the request of shareholders the right to buy back as a system should be independent of the Company Law as the need for the system repurchase shares .