Empirical Research On Limited Shareholders Pre-emptive Rights In Justice Practice

Shareholder's pre-emptive right under the limited liability company system is the result of the combination of company's characters based on shareholders and capital integrity, which, since its creation, triggers great disputes among the scholars and presents large challenges before the court system during their different judicial practice, as different approaches are adopted by different courts. This paper would, by applying empirical research method and statistical analysis, summarize the problems faced with throughout the judicial practice to draw inspiration from the practice of legislative and judicial levels. In this paper, based on the collected cases, the author would analyze the data concerned from perspectives of overall litigation situation as well as the specific action, and then mainly focus on the specific litigation modes and their features in the cases concerning shareholder's pre-emptive rights to extract the most frequent problems during the proceedings and then determine the direction of the study about the judicial practice of shareholders' pre-emptive rights. The problems reveled during the judicial practice could be resolved from the aspect of the range of the right, namely, with the path of the beginning of rights(the shareholders to exercise their pre-emptive rights) – the application of rights(the conditions for the exercise of the rights thereof)- the scope of rights(the effect on the validity of the contract of share assignment after the exercise of pre-emptive rights). This article takes the above method, refers to the academic and practical experience of home and abroad and then put forward some legislative and judicial suggestions discreetly.