Study On The Appraisal Rights By Dissenter Shareholders

The company is the foundation and core of modern economic and social. Balance of interestsbetween the various stakeholders of the internal problems requires the regulation of the legalsystem. The appraisal rights refer to the rights of shareholders to dissent the decisions concerningfundamental changes of the corporation, and to ask the corporation buyback their shares with farevalue. The Appraisal Rights by Dissenter shareholders is conducive to safeguarding the interests ofminority shareholders, but also to ensure the smooth passage of the corporate resolution. However,the system is in fact allowing the shareholders to withdraw their capital contributions through acertain way. So if there isn’t Corporation Creditor Protection mechanism, we can’t allowshareholders to withdraw capital. Because it will damage the company’s capital, causing damage tocreditors. It is necessary to perfect the repurchase of shares of dissenting shareholders the rightsystem and creditor protection mechanisms. This article is based on the above reasons, trying tofind a reasonable solution to address the problems.In the first part, writer introduces the theory of the appraisal rights of the dissenters. Toidentify the root causes of the appraisal rights of the dissenters form the evolution of the votingsystem. Then writer analysis the value of the system and Introduce the stakes to the interests.The second part of the Journal writer introduces the balance between the dissentingshareholders and creditors. The important role of company law is to protect the stakeholders on theCompany. And these stakeholders are not limited to the shareholders of the Company. Thecreditors of the company’s position determine the creditors of the company plays an important rolein the company’s development process. By introducing the relationship among the appraisal rightsof the dissenters, the limited liability of shareholders, and the capital system, the writer presents theinfringement of this system to the interests of creditors.In the third part, the writer mainly discusses the improvement of the system of CorporationCreditor Protection. Experience abroad, the provisions in this regard, we can see that our rule oflaw is not perfect. We must not only improve the repurchase of shares of dissenting shareholdersrequest the right system, but also increase in some measures of protection of the interests of thecreditors.