Research On The Triggering Events Of The Appraisal Rights

The appraisal rights originated from precedents in America and Britain. As a result of different origins, the triggering events of the appraisal rights include two types, which are structural changes and unfair prejudice. What’s more, the value of the appraisal rights demands that the triggering events should cover the affairs caused by the dissimilation of capital majority decision rule. However, the conflicts between the appraisal rights and the corporate system lead to the result that the triggering events must be restricted to some extent.From the view of the value of the appraisal rights, the appraisal rights of Chinese Company law, which was introduced in2005, play an important role in the withdrawal from companies and protection of the dissent shareholders’interests. But because of the restriction of the triggering events, the application of the appraisal rights is largely limited, which makes the appraisal rights couldn’t exert its influence effectively. According to the problems with the appraisal rights, Chinese Company Law should perfect the existing triggering events and add some more. The miscellaneous provision is an effective method to broaden the scope of the application of the appraisal rights. In order to put the miscellaneous provision into practice effectively, the standards of the triggering events of the appraisal rights should be clarified.The whole thesis consists of three parts:the introduction, the main part and the conclusion. The introduction describes the problems with the appraisal rights of China by citing a precedent, and then it sums the researches on the triggering events up. At last it outlines the thesis. To research on the triggering events of the appraisal rights, the main part is composed of four chapters:Chapter One analyzes the connection between the origins and triggering events of the appraisal rights, discussing the effects of origins on triggering events; Chapter Two suggests the relationship between the system value and triggering events of the appraisal rights, which shows that the triggering events should cover the affairs caused by the dissimilation of capital majority decision rule; meanwhile, the conflicts between the appraisal rights and the corporate system make that the triggering events must be restricted to some extent; Chapter Three reflects on the triggering events of the appraisal right in Chinese Company Law basing on the practice, and provides some solutions, such as modifying the rules, adding new triggering events and bringing in the miscellaneous provision; Chapter Four elaborates on the miscellaneous provision, specifying the standards of the triggering events.This thesis integrates theory with practice, using methods of valuable analysis and empirical analysis, focusing on the practice of Chinese Company Law. It reflects on the flaws of the triggering events of the appraisal rights of China, and provides some solutions...