Issues For The Protection Of The Interests Of Minority Shareholders In Listed Companies To Withdraw

The development of securities market has an very important impact on the economy of the whole country, investor protection is a timeless topic on the stock market. Delisting of the listing company is a basic system for securities market. In our country, since the first listed companies to withdraw in 2001 to the present, there are total of more than 78 listed companies have delisted in Shanghai and Shenzhen stock exchange, including compulsory delisting and active delisting. Constructing a listed companies delisting system that in line with Chinese stock market’s reality feature, "emerging and transitional", but also with the international standards, has great significance on promoting the stock market to achieve optimal allocation of resources, improving the operational efficiency of listed companies, consummating governance structure and culturing mature and rational investors.2012, the reform of listed companies delisting system that once almost stagnated due to the great resistance finally took a substantial step. This reform meets the requirements of government work report and financial work conference in 2012, and receives attention from the majority of investors. June 5,2014,* ST long oil ended the 17 years’ listing road and officially delisted. It was the first compulsory delisting share in Shanghai and Shenzhen stock exchange and the first central enterprises that delisted after the formal implementation of the new delisting system in 2012. As the new delisting system, whether you are a private enterprise or the central enterprise, as long as the conditions necessary to achieve, the delisting. The normalization of listed companies delisting from the stock market is a trend that can only speed up can not slow down. Because there are too much Phoenix in the past stock market, causing the stock market survival of the fittest in the resource allocation function can not be achieved.The direct purpose of delisting is to keep the company which with the most investment value in the securities market, and clean those who are not valuable out. Delisting is to build a healthy, efficient and pure securities market, in order to protect the investors. But compare with the large shareholders, the minority shareholders always in disadvantages position due to holding less company shares, so thay have less control force and ascendent. Once the company delisting, they will lose everthing they have. The basis of securities market is investors, if we don’t respect and protect them, especially the minority shareholders, they will lose confidence in the securities market. To make matter wose, it will crush the basis and make the original intention of listed companies delisting difficult to achieve. So, the construction of a perfect system, which protect the rights of minority shareholders, is essential.This paper will take the protection of the rights of minority investors during the listed company’s delisting as the starting point. It will analyze from the importance of protecting the rights of shareholders and the shortage of our country at present in the protection system. Based some related theories and combined with the overseas mature stock market effective system and experience, this paper puts forward the suggestion for the improvement of minority shareholders’ rights and interests protection system during the listed company’s delisting in China. The main part of this paper draws up from the following four parts to discuss:The first part of the essay overviews the general theory of listed companies delisting and the protection of minority shareholders. By analyzing the legal basis for mandatory delisting of listed companies and the legal basis to protect the rights of minority investors and withdrawed companies delisting impact on minority shareholders rights and other issues, leads to the problem to be studied. The second part describes the development process, the legislative current situation and the existing concrete regulations of the protection system on minority shareholders in China’s listed company delist, analysis of the main problems which exist in them. Currently, the deficiencies that exist in the protection of minority shareholders in delisting process are lacking of legislation, imperfect civil liability system and action mechanism and information disclosure system, and so on. The third part of the article describes the legislative and practical measures for the protection of minority shareholders in listed companies delisting in the United States, Germany, Britain and Taiwan of China, and summarizes the experience that is worth our reference from the entity, procedure and auxiliary system. The fourth part is the emphasis of this essay. This part makes suggestions direct at improving the deficiencies that exist in China’s listed companies delisting system of protection for minority shareholders. At the legislative level, we have to change the legislative ideas, accelerate the formulation of "Investor Protection Act", establish OTC market. In specific institutional level, we have to phase out securities civil lawsuit pre-program, construct the class action mode, establish deliting penalty hearing and review procedures, optimize the information disclosure system of listed companies.