Study On The System Of Pricing Mechanism In Appraisal Rights

With the development of marketing economy, companies perfect business models and adjust business strategies to adapt to economic development. The appraisal rights originated from the USA,,many countries set appraisal rights to protect minority shareholders’ interest with the general application of capital majority decision rule. Japan revised the commercial law and set appraisal rights in the middle of last century. After continuous enrichment, now the appraisal rights has formed a relatively mature system. The appraisal rights is aimed at the balance the interest between company and shareholders. By giving minority shareholders right to withdraw from the company as well as recouping investment under fair and reasonable condition to protect their interest and avoid the company deadlock at the same time. Article 75、143 of Corporation Law stipulate appraisal rights. However, there are some shortcomings that the assessment standard of repurchase price and judicial evaluation procedure are unclear which cannot realize the purpose and function during the implementation and operation.The repurchase price is the key point of appraisal rights and the dispute focus between company and shareholders. Judicial evaluation is the final protection for appraisal rights which can be used by minority shareholders, so that judicial evaluation can be one of important way to confirm repurchase price.The research object of this paper is the assessment of “reasonable price”in appraisal rights. By comparing the judicial procedure of confirming repurchase price between Japan and China to find out the shortage of legislation and judicature. There are four parts in this paper:Chapter 1 summarizes the pricing mechanism of appraisal rights. By discussing pricing mechanism in the objection shareholder’s share repurchase system is the core value of the right to introduce its key factors, and the defects existing in the legislation and judicial practice of our country.Chapter 2 elaborates about the impartiality of repurchase price. By comparing the "fair price" of Japan’s legislative, judicial, specification, operation, put forward to determine the direction of the perfection of the repurchase price of the company law of our country.Chapter 3 analyses the Japanese judicial case to determine how the company decision, the trend of the stock market and other factors influence the price of share repurchase in practice. To table the proposal of giving the court judicial discretion.Chapter 4 discusses about the judicial appraisal of repurchase price of China. By comparing with the legislation and case law of Japan to sum up our judicial evaluation substantive law as well as procedural law and provide same suggestions to perfect judicial appraisal procedures in China.