Research On Dual Share Class From The Perspective Of State-owned Enterprise Reform

The State-owned-enterprises reform state again.The starting point and the foothold of the reform of the state-owned enterprises is to make the state-owned enterprises a truly independent market subject,and the mixed ownership is the way to realize it.How to complete the reform along this path,to build modern high efficiency and complete the mission of the state capital of the company system design,has become an unavoidable subject.Many emerging industry companies take Dual Share Class and obtain the vitality and good economic benefits,so that Dual Share Class model has become the focus of academic research.Dual Share Class is different One share Class,its core is characterized by a relatively small shares to achieve control of the company.China's state-owned enterprises is both of profit and public welfare,and the goal of its reform is to take into account both.To achieve the dual purpose of the premise,State-owned capital shloud requires a specific range and way to obtain control.This has fit Dual Share Class of the company's equity,and also makes the study of it structure necessary.Dual Share Class refers to the different types of voting rights on the basis of the formation of the company's special ownership structure and governance model,the core lies in the company's control.Dual Share Class has a long history,with the development of the company,and has been recognized by some national laws and some companies;it is the main needs of the economic structure of the realization and the rise in the market that improve Dual Share Class.The development of new institutional economics also provides a strong theoretical support,the most important of which is the theory of corporate contract and shareholder "heterogeneity" theory.History and theory provide it with empirical and logical support in the modern market that changes and in-depth adjustment,so it has triggered a hot research.Dual Share Class reduce the cost of internal and external transactions,improve the company's structural innovation and long development.So has its own ownership system and corporate management value.but it may also lead to the weakening of supervision,to increase the conflict of different shareholders,weaken social responsibility.of course,the system is not perfect and need a series of complementary.Through the analysis of the definition and essence of State-owned enterprises,combined with the institutional value and cost analysis of Dual Share Class,the possibility and necessity of combining them are discussed.Based on the internal contradiction and resolving the reform of State-owned enterprises,I try to do a preliminary discussion with the objectives of the reform of State-owned enterprises.In this paper;I also try to analyze the existing legal system space and framework,and explore the relevant supporting system to find the path of the introduction of Dual Share Class of the state-owned enterprises.It include the existing institutional system:scope of the right to vote and design,corporate governance model design,a strong information disclosure system,improve the litigation protection system.this series of systems is not the only,but for the introduction of Dual Share Class is the most important.This paper is divided into six chapters,which can be divided into two parts: Dual Share Class research and state-owned enterprise reform.Chapter One Introduction.From the reform of state-owned enterprises and the characteristics of Dual Share Class,leads to the significance of the study of the problem,and state the innovation of the paper.Chapter 2 Overview of Dual Share Class.The contents include the following: the basic meaning and essence of it;its historical development and the practical application of foreign companies;the theoretical basis of Dual Share Class;analysis its system value and system cost.Chapter 3 The Necessity and Feasibility of Adopting Dual Share Class in the Reform of State Enterprises.There are the following aspects: Necessity from the perspective of the plight of state-owned enterprises and the reform objectives of the need for analysis,possibility from the institutional fit and the existing legislative space analysisChapter 4 The basic legal issues of the use of Dual Share Class by state-owned enterprises.From the point of view of "localization",the possible problems are discussed in the following aspects: object applicability,property right system,corporate governance,shareholder voting right allocation and internal system perfection.Chapter 5 The Path of Introducing Dual Share Class into State Enterprises.This part mainly discusses how the state-owned enterprises with Dual Share Class improve the system of internal and external aspects of corporate governance based on fllowe: to clarify the scope of the voting right,to design the corporate governance model,information disclosure system,improve the litigation protection system.Chapter 6 Conclusion.Reflection views on the research of this thesis: the adaptive quality of corporate law,the flexible equity structure are conducive to the development of state-owned enterprises,cognition of state-owned enterprise reform and Dual Share Class.