An Analysis Of The Dual Class Share Structure Of Chinese Companies

With the advent of the Internet economy,more and more emerging enterprises choosing overseas listing,and most of them have chosen the dual-class equity structure.In 2014,Alibaba has been shut out by the Hong Kong Stock Exchange because of its own partner system,and then they turned to the United States and successfully listed on the New York Stock Exchange,which push the problem of Chinese listed companies` equity structure to the center of discussion.The loss of a batch of high-quality listed resources cannot help people think about whether China should introduce a double-tier ownership structure? Therefore,this paper will discuss the advantages and disadvantages of the dual-class equity structure and its rationality,and draws on the thinking of applying the double-tier ownership structure in our country through the analysis of the Alibaba partner system.Meanwhile,the author will also give some suggestions in how to learn from their partner system,using institutional arrangements to minimum the risk of the enterprises.This article consists of four parts.The first part is the basic theory of double-tier ownership structure.This part defines the connotation of the double-chain ownership structure and points out that the essence of the double-stock structure is the misalignment of voting rights.Afterwards,the author combs origin and development of the double-tier ownership structure,the present situation of the system is also analyzed,including the degree of its acceptance and the distribution of the ownership structure.And the rationality of the double ownership structure is discussed.At the same time,it makes a brief discussion on the system value and its malpractice of the double ownership structure in order to fully understand the advantages and disadvantages of the system.The second part is the applicability analysis of the double ownership structure of our company.First of all,it analyzes the main obstacles of the application of the double-chain ownership structure in our country,and puts forward the corresponding suggestions for those obstacles.At the same time,the author analyzes the partner system of Alibaba in this part,and expounds the enlightenment of the application of the system design to the application of double-tier ownership structure in our country.The third part is the construction of the publicity mechanism of double-layer ownershipstructure information in our country.In this part,the author mainly discusses from the following three aspects: the management of obligation to explain,mandatory information disclosure system and reference to the provisions of the format,in order to constructing the information publicity mechanism which is suitable for the double-layer ownership structure system.Making public investors fully understand the system risk and their own interest Through the information disclosure and clarification,and limit the management at the same time.The fourth part is the exploration of the double-layer ownership structure supervision and relief system.First of all,the author proposes to improve the company’s regulatory mechanism,improve the dynamic regulatory mechanism of China’s securities market to monitor the operation of double-tier ownership structure.Secondly,it puts forward that the system of voting right should be constructed,which stipulates that if there is a malicious use of voting right by the management or the continuous deterioration of the company’s operation,it will deprive him of its super voting right and restore the shareholding proportion.So that in the event of special circumstances will be able to maximize the protection of public investors.Finally,the establishment of non-judicial relief mechanism.In the early stage of the introduction of the double-tier equity structure,it is possible to establish a special two-tier dispute resolution institution to broaden the relief mechanism other than the judicial route so as to reduce the damage caused by its institutional risks.