On The Applicability Of Dual-class Stock In China

Dual-Class Stock is an unconventional ownership structure,because of its special equity design and "one share one vote" principle,has always been controversial.However,in practice,more and more companies choose to apply the dual-class stock when listing.From the social practice level,it shows that the dual-class stock conforms to the different demands of shareholders,and has its rationality and necessity.At the same time,dual-class stock in the promotion of governance efficiency and enhance the competitiveness of the capital market also has important significance: on the one hand,the company founder to enter the capital market to raise funds at the same time,you do not have to dilute the company's control;It is based on the company founder of the company enjoyed a stable control,can effectively resist the risk of hostile takeover,which will help the management team to pursue short-term interests and the implementation of the company's long-term development strategy.Company Law of The People's Republic of China to implement the "one share one vote","equity share equity right" principle,which for the increasingly globalized capital market,it appears that the lack of sufficient tolerance,and thus lost a large number of large market value of large enterprises.Therefore,it is necessary for us to explore the dual-class stock suitable for China's national conditions,and there are still many legal obstacles to our legal system.Therefore,based on the theory of corporation law,this paper discusses the significance of dual-class stock,the feasibility and obstacles to introduce dual-class stock in China,and the obstacles to overcome these two aspects.Equity structure of the full reflection of the provisions to further demonstrate how to introduce and construct our dual-class stock of this issue.The second part focuses on whether the country should be introduced dual-class stock,developed countries face the successful practice of the system and the company's practice,under the premise of making a comprehensive comparison,for whether China should be introduced into the system,and the introduction of the system institutional obstacles faced done a detailed exposition.This paper is divided into four parts.The first part of the article introduces the meaning,value and essence of dual-class stock,with a view to exploring the double-strata ownership structure through the all-dimensional analysis of dual-class stock.More and more companies choose to adopt dual-class stock in the United States,indicating that the ownership structure has its irreplaceable system value.However,it should be noted that a few countries,such as the United States and Sweden,allow the application of a two-tiered shareholding structure.Many other countries prohibit companies with dual-class stock from listing on their exchanges,indicating that there are certain risks.Should be the ownership structure of the value and disadvantages of a rational analysis,in order to scientific understanding,the introduction of the system.The second part of the article mainly analyzes the legislation and practice of dual-class stock in the United States to understand how the United States is running the system effectively and further discusses whether China should introduce dual-class stock through its experience.The third part of the article focuses on the institutional barriers that China faces when introducing dual-class stock,and clarifies the shortcomings of the current legal system in China.The fourth part of the article discusses how to overcome these obstacles,reduces the risk while giving full play to its system value,and provides a good system support for the introduction of dual-class stock in China.