Research On The Legal System Of Classified Shares

This paper intends to take the essential content of classified shares, rights andobligations, as the starting point, to recognize the attribute and value of classifiedshares from its process of production and development, then to summarize thefunctions, the role and significance of classified shares. Through a comparativeresearch on the present situation of classified shares institution between China andother countries and districts, find the defects existed in the share classification inChina, and find other share rules worthy of reference. On the premise of the reality, incombination with our country’s economy and legislation, actively introduce advancedideas and institutions, revise and innovate Chinese current share institution, make ourclassified shares institution not only conform to the requirement on modernization ofcompany law but also promote enterprise development. Specifically as follows.The first chapter is a summary of classified shares institution. This chapter firstlyanalyzes the connotation and concept of classified shares from the angle of rights andobligations attached to shares; then combines the historical development of shareinstitution with classified shares institution; makes clear that classified shares is aneffective means of corporate governance, can fully reflect the autonomy of investors,is the realistically modern requirement of the principle of the equality of shareholders’equity; and further analyses and indicates that the establishment and development ofthe classified shares institution is conducive to promoting financing and riskprevention.The second chapter is a present situation for the development of our classifiedshares institution; hackles existing classified shares in China; focuses on interpretation of the classified shares with representative meaning and research value, namely,tradable shares and non-tradable shares, common stock and special stock; and findstheir deficiencies and redefine them from a new point of view. Through the analysisof the status from the two aspects of legislation and practice in our country, recognizethe imperfection of our classified shares institution and related mechanism.The third chapter introduces the specifications of classified shares institution inother countries and districts. Those countries and districts which this paper selects isnot only the major developed in the world, but also the typical representatives of twolegal systems. That can guarantee the research advanced and comprehensive, and beconvenient to choose for our country. Through the summary on their changes inlegislation or jurisprudence of classified shares institution, this chapter makes ananalysis on the regulations worthy of our reference, for example, kinds of share, thechange between different shares, etc.The fourth chapter puts forward feasible suggestions for the perfection ofclassified shares institution in China. The suggestion is that make a clear position forclassified shares institution according to the development direction of our country,according to the actual situation choose the division standard of classified shareswhich best suits China, and makes a comparison and choice between Chinese andforeign related institutions from the angle of legislation system, economic system,practice base and so on. Through the modifications of existing kinds of shares and theinnovation and development for blank in classified shares institution of China, makesevery effort to further design an institution with both international and Chinesecharacteristic.