Research On Limitations Of Controlling Shareholder Voting Rights

Companies in economic development is becoming increasingly important。In thecompany’s internal structure, the controlling shareholderis being dominated and controllingshareholder participation in corporate governance in an increasingly important role.Controlling shareholders effectively reduce administrative costs and improve the efficiencyof corporate governance, while their growing control over the company. However, theabuse of power seems to multiply phase enhancement and long-controlling shareholders inthe pursuit of the best interests of the company, but also made some abuse of controlbehavior violated the company’s long-term interests, led to controlling shareholders andminority shareholders of the conflict, this conflict intensified, becoming a bottleneckrestricting the development of the company.Studies controlling shareholder voting rights, will help us to grasp a deeper level, thenature of the voting restrictions, understand the relationship between voting and controlrights; help us to regulate the level of regulation to better grasp how the companylegislation and articles of association of the respective sector restrictions on voting rightsfor the control, as the constraint controlling shareholders to provide an idea of abuse ofcontrol, in order to achieve the corporate governance structure is reasonable, effectiveoperation of the company, maintaining interests of minority shareholders, and promote thehealthy and orderly development of China’s economy.This paper adopts word analysis, comparative law, bases on our controllingshareholder voting status of regulation, compare foreign controlling shareholder votingrestrictions regulation to ours, explores our controlling shareholder voting restrictionspractices. This in addition to the introduction, includes the three parts. The first part is thecontrolling shareholder voting rights defined and its properties. It Describes the controllingshareholders, controlling shareholders, actual controllers and control the nature of votingrights.The second part is the controlling shareholder of the legitimacy of the votingrestriction analysis. Controlling shareholder voting restrictions is introduced the theoreticalbasis, social values, empirical analysis. Theoretical basis includes "one share, oneright","The Majority" mechanism defects and the principle of equality, the right shall notbe abused. Social values is reflected in the controlling shareholders voting in favor of smallinvestors to guide rational investment, protecting the interests of minority shareholders andenhanceing its social benefits. Empirical analysis describes the control shareholder votingrights abuse causes and manifestations. The third part is the controlling shareholder votingrestrictions solution. First I introduce company legislation, articles of association limitcontrol shareholder voting rights in sub-sector basis and standards; secondly I introduceslearning from foreign control practices restricting voting rights; Finally,I introduce the articles of association to limit the feasibility of controlling shareholders’ voting rights andvoting rights of the control limits charter design ideas.