On The Legal Perfection Of The System Of Share Buyback Rights Of Dissenting Shareholders In Company Law In China

With the development of the modern corporate system,the balance of interestsbetween the shareholders become a particularly critical factor in the harmoniousdevelopment of a company.In the majority rule,the number of shares of the shareholdersProportional to the voting rights of shareholders.In the general meeting, the will of thecontrolling shareholder as the meaning of the company,the will of the controllingshareholder In a dominant position.Controlling shareholder will harm the interests ofminority shareholders by manipulating the shareholders.How to protect the interests ofminority shareholders become a problem of legislation.Share buyback rights ofdissenting shareholders is formed.Buyback of shares of dissenting shareholders rights system allows dissentingshareholders to exit the company in certain circumstances,to withdraw from thecompany on the basis of reasonable compensation,Provide the legal means withdrawfrom the company for company’s minority shareholders who Loss of resolutionveto.The system balance efficiency and fairness,safeguard the interests of the minorityshareholders expectations,protection of the shareholders’ investment enthusiasm.Fromthe legislative situation of the share buyback right system,The provisions of Sharebuyback rights of dissenting shareholders,in response to the demands from boththeoretical and practical,reflects our company’s legal system is perfecting mature.Summary of share buyback rights of dissenting shareholders system, the origin ofthe system,and the concept of the system. From the origin of the system and theoreticalbasis to explain the system theoretical significance and value basis.Demonstrated thesuperiority of the system through the analysis of the basic theory and necessity.Make apositive evaluation of Share buyback rights of dissenting shareholders,analysis theserious flaws in the design and operation of the system.In specific system build,comparative observation about dissenting the buyback right system of shareholder’sshares, we make South Korea, the United States, Japan and Taiwan area in our countryas the sample, understand how the system works in the above countries and regions,introduce the legislative styles about dissenting repurchase claims of shareholders’ shareand its regulations. In order to use its reasonable rules, perfect for dissenting shareholders’ share repurchase in China.Combined with legislative experience,From theapplicable company type, range of shareholders and specific application situationdiscussed by comparing the constituent elements of the system, and put forward anumber of suggestions for improvement in the physical design of the system and theprogram builds of the system.