Abuse Of Majority Rule And Its Restrictions

The capital majority rule is the fundamental principle of corporate law, which develops with the emergence of the general meeting of shareholders. It is an important feature of the modern corporate. According to the rule, the shareholders who holding the majority stakes become controlling shareholders. In order to maximize interests, they dominant company by the advantages of the voting. Small and medium shareholders are given an unfairly treatment. Their rights have been ignored. The interest of corporate is destroyed. In other words, the rule is alienation. The situation is especially apparent in our country. Public company is a representative. They abuse the right of control by executing unfair practice. This paper seeks the theoretical foundation and source of the rule and proves that it is necessary. It also discovers the problems in our country's status. The problems come form the practice. In order to balance shareholders'interest, it proposes some specific legal measures on the basis of the above. It may provide some reflections for the construction of our corporate law. Our corporate system isn't perfect. Many problems still need our continue exploring. There is a big gap on the protection of the rights of minority shareholders. We must consider to build a relief system with new ideas by borrowing foreign experiences and practices. We can design a system to constraint controlling shareholder. Consummating the mechanism to protect the interest of small and medium shareholders also is expression of the basic legal values. It is significant for us to perfect our corporate law.