Research On The Shareholder’s Voting Right Systerm In Joint Stock Limited Company Of China

In traditional companies, the shareholders directly run the company and be living in a central position, every significant resolution about company from the Shareholders’ meeting. But with the size of the company’s expanding capital ownership and management the gradual separation of such a modern organization, regulatory agencies have come into being, accompanied by a "shareholders’ meeting centered philosophy to the modern company Board centrism "transfer. In the modern corporate system, the shareholders need not make resolutions all about the business management issues, the shareholders will also no longer at the center only of authority, the actual reduced resolution of the Board ratified the approval authority."Board centered" concept of modern corporate governance system in the initial stage, is indeed the company’s operations, significant increase in operational efficiency, however, its disadvantages are also becoming increasingly apparent. Largest shareholder in the practice of corporate governance often relies on its strong economic strength of the voting rights of an absolute advantage in control of the board of directors and shareholders of General Assembly resolutions, in substance, the company managers to control the company’s business policy and major decisions, no doubt, this of voting results is bound to be more representative of the will of the largest shareholder interests will inevitably infringe upon the interests of minority shareholders, it does not reflect the substantial fairness and justice."The defects of the Board of Directors centered" corporate governance structure has caused widespread concern in the world economists and law experts, however, because the late start of China’s market economy, China’s relevant company legislation is lagging behind.Enterprise is one of the most active market players in the market economy. Shareholders’ voting rights system holds an important position in the corporate governance system, whether you have a perfect system of voting rights system into the company’s rise and fall, related to the stability of the national market economy, the healthy development of relations to social fairness and justice. Corporation shareholders’ voting rights of institutional defects of current legislation, the author based on practices, refer to the large body of literature, history, practice, study, dialectical analysis, send Italy article, would like to take this in China Co., Ltd. the improvement of shareholder voting system can play a valuable roleThis article is divided into four parts:The first part of the basic problems of Shareholders voting system. On the part of shareholders’ voting rights from the concept of the nature, content defined; two principles of the exercise of shareholders’ voting rights were elaborated and discussed the value of shareholders’ voting system.The second part of the Corporation the exercise of shareholders’ voting rights restrictions. Part of the reason to limit the voting rights of shareholders; system of legislation of the shareholders’ voting rights restrictions on foreign visits, and China’s current "Company Law" in shareholders’ voting rights limit the exercise of the system was Legislative Analysis.The third part of the Corporation the exercise of shareholder voting rights. Combing the foreign power of attorney to that part of the Collection System of voting trust in the system, and current legislation personally exercise the proxy to exercise the power of attorney solicitation deficiencies in the system carried out a review.The fourth part, the Corporation shareholders’ voting system is perfect. That part to fix the shareholders ’voting rights to exercise the principle of the system-cumulative voting system, and the system to improve the recommendations in the "Company Law"; some suggestions on the improvement of system of the Chinese Corporations’ earnings shareholders’ voting rights restrictions the construction of the exercise system, and Co., Ltd. the right to vote of the legislative idea.