Preliminary Study On Forced Buyout System

China’s current "Company Law" breaks the legislative gaps ofremedies for corporate deadlock which makes the provision of judicialdissolution. This is definitely a great progress in company legislation. Butwe should also see that the judicial dissolution costs too much to break thedeadlock by eliminating the company, and it can not really effectively dealwith the complex corporate deadlock problem in judicial practice. Whilethe developed countries’ experience to solve corporate deadlock tells us thatforced buyout is a sound recipe as an effective alternative to judicialdissolution to solve the deadlock problem. So this article consists of fourchapters to discuss the forced buyout.The introduction of this article introduces the origin of the writing andoverviews the background and cause of the thesis, the significance of thewriting and the main research methods and literature used in the article. Itis to help the readers to form an initial understanding on this article.The first chapter introduces the design background of forced buyout.Because the system is made to break the deadlock, the article begins ourdiscussion with the legal perspective on the corporate deadlock. Itintroduces the concept, characteristics and classification of the corporatedeadlock. Next, it gives a brief introduction of the past and presentsituation of the judicial remedies for corporate deadlock.And it highlights the superiority of forced buyout through the comparative analysis of theforced buyout and the other judicial remedies.The second chapter begins the discussion of the system with theoverview of forced buyout system. It introduces the concept of forcedbuyout system, the differences between the system and its related systemand the function of the system. Then the article demonstrates the theoreticalbasis of forced buyout system through traditional theories and makes ananalysis of the value of the system from three angles of economics, socialphilosophy and law. Finally, the article gives an analysis of the necessityand feasibility of building the system in our country which paves the wayfor the fourth chapter.The third chapter selects U.S. as a typical representative of thecommon law countries and German as a typical representative of the civillaw countries to make an analysis on comparative law of forced buyoutsystem. While deepening the reader’s understanding of the system, we canlearn some useful experience of these countries in the process of buildingand improving the system.On the basis of the first three chapters, the fourth chapter puts forwardinitial ideas about building the forced buyout system in our country fromthe three aspects of the applicable conditions, the equity price and subjectof the forced buyout. And it calls for to give full play to the non-actionablesystem while speeding up the construction of forced buyout system in ourcountry to make effective connection of the two of them and to safeguardthe company’s sustained and healthy development jointly.Finally we come to the conclusion of the article. Simultaneously itstresses the important practical significance of the introduction of forcedbuyout system once again. And it indicates that it has a long way to go toconstruct forced buyout system in our country and we should strive for itside by side.