A Study On Corporate Governance,cash Dividends And Over-investment Behavior:Based On Manufacturing Listed Companies

With the continuous development of economic globalization,the company as an important form of capital,a modern economy play an important role.Facing competition in the external and internal conflicts of interest.Especially the limited liability company normal operation depends on the coordination between the shareholders.When the conflict between the limited liability company shareholders get bogged down,need through certain conflict resolution mechanism,make the company.At present,China's "company law" the regulation of shareholders conflict resolution mechanism has a voluntary withdrawal of shareholders,equity transfer,objection shareholder buyback claims,judicial dissolution of the company,equity compulsory execution,etc.These mechanisms to solve the conflict in the company have a positive role.But for major shareholders own existence reason,that is difficult to afford the shareholders to remain in the company's situation,the high cost of settlement mechanism or,quirks or lead to good shareholder expulsion,are not favorable to the development of the company.So when appear afore-mentioned circumstances,in order to safeguard the interests of the majority shareholder,shareholder expulsion arises at the historic moment.Shareholders from the team is out of a type,is a kind of agreement,during the company's shareholders passive exit.Shareholder expulsion mainly is the company's articles of association in the direct agreement transfer the amount to enforce the party shareholders to other shareholders or the company,may also be a company directly cancel the action was removed from the amount of capital held by the shareholders.The equity transfer has statutory characteristics,namely the legal conditions achievement of equity stake sale or transfer(equity pledge or divorce,inheritance and execution,etc)has a clear legal basis.Need to focus on the equity transfer limit is given the company the most shareholders in the company's business activities,the close relation between shareholders and limit obtained outside shareholders of the company,or to avoid the stake of shareholders to buy other and absolute control of the company.This form is the limitation on the equity transfer itself,is essentially in order to maintain the company's internal stability and good social and economic operation.Although shareholders from the team also restricted shares transfer and the expression of the operation,but the rules are mainly to cancel or deprived of their party for the purpose of the shareholders of the qualification.In conclusion,the shareholders from the team is the company's articles of association of the contract in advance,under the premise of the duration of the corporateentity company shareholders in the company's articles of association agreed by some kind of or several specific reason,without the consent of the party,with the approval of shareholders of the company and shareholders of unilateral decision depriving the parties,and deal with property rights to shareholders of the company's internal specification.For our country company law,after modified twice,although need to try our best to cooperate with age,but the provisions of the shareholders from the team is model-driven.Research from around the world,all countries to shareholders from the team went through a process from the forbidden to limited license,but differ on shareholder expulsion model.Legal system modernization is an important aspect of the company law in effect in the purpose of modern society and economy.In our country company law practice,the existence of the shareholders from the team rules has practical needs,and the people's court in the trial practice can be made to confirm or deny the shareholder qualification of the referee is also have different views.