The Price Forming Mechanism In The Theory Of Shareholders Right Of The First Refusal To Exercise

The people combination and capital combination is a limited liability companyhas two features, first the company other shareholder interests based on company lawis one of the purpose of purchase priority right system design, however, the transfer ofshareholders and outside the transferee and the double law relations between thetransfer of shareholders and other shareholders including another purpose ofshareholders of priority buy the right system--the transferor in the share transferprocess similar to contract the meaning representation based on established betweenthe shareholders, other shareholders and external third party a can make equity pricingthe auction to avoid because of limited company of people together and a lack ofequity trading to open market transactions and the fair market price opportunity threegame platform. Therefore, interpretation request on the "said" because it makes theother shareholders to realize the legislative purpose of purchase priority need to rely onthe transfer of meaning will change while trying to balance the interests of the threeparties direction should be valued.The first part is the overview of shareholder’s preemptive right right of purchase.This part through the analysis of the meaning and characteristics of preemptive rightfrom the character of the preemption, combined with the system of claim right of firstrefusal to value and the existing theory the author agree that.The second part is the preemptive right system of the price discovery function.This part first discusses the factors considered the same conditions, the balance ofinterests and other shareholders to transfer the transferee shareholders, through thedesign of the same conditions into company law, and then found the shareholders"right of rescission" discovery significance to the price.The third part is the comparison of Chinese and foreign priority of purchase price.Mainly discusses the methods and characteristics of equity pricing mechanism inChina, Japan, and the Anglo American countries share pricing mechanism. The fourth part proposes the consummation and the amendments on the basis ofthe first three chapters. Are public power for external equity transfer interest structure,equity pricing mechanism and method, conditions under which the appropriateintervention three aspects to put forward the concrete suggestions.