On Dual-class Share Structure And The Enlightenment To Our Country

The company's shareholding structure is an important foundation for the governance of companies.For a long time,"One share one power" is a golden rule of national co mpany law,because equality of rights is only one share,one shareholder equity perfor mance.However,with the development of the era,this principle has caused the comp any to have conflicts in maintaining control and financing.Especially for the Internet or technology companies,their founders often have their own corporate governance co ncepts and corresponding technologies,but they lack the funds.Therefore,dual-class s hare structure makes them in a dilemma in financing.The dual-class share structure c an well solve the problem they encountered.This structure has a long history,and it has also been widely used abroad.Its advantage lies in allowing the company's contro l power to always be in the hands of the founder or its team when equity is continu ously diluted,to resolve the contradiction between the company's control and financing,and to create a more favorable financing environment for the company's development.As the second largest economy in the world,China plays an important role in the development of the world economy.With the development of our country's economy a nd the transformation of our economic structure,as well as a series of policies such a s the “One Belt and One Road”,the establishment of AIIB,and the establishment of Xiong'an New District,our economic development has taken a new stage.At present,China has not yet introduced this structure.This will have a certain impact on improv ing the enthusiasm of entrepreneurs,attracting foreign investment,and getting in line with international standards.Especially in recent years,many high-quality and powerful companies have gone overseas for listing because of China's "One share one power" principle.This has led to the loss of our domestic quality resources and is not conduc ive to the development of China's securities market and capital market.However,com pared with the current "Company Law" and the contents before the revision,we will find that China's shareholding structure requirements of the stock limited company hav e been loosened.The law has granted the State Council formulates other types of shar es other than those stipulated in the "Company Law".In addition,China is also actively promoting pilot programs for preferred stocks.This will lay a good foundation for future reforms.Therefore,we should seize this opportunity to conduct in-depth researc h and discussion on the dual-class share structure,actively study and learn from the a dvanced experience of other countries,improve our country's relevant legal systems,an d inject new impetus into China's economic development.This article is divided into five chapters to discuss the dual-class share structure.Th e first chapter is the introduction part,expounds the significance of this topic,the res earch status at domestic and abroad,and the research methods and innovations of this article.The second chapter is an overview of the the dual-class share structure.First of all,through the introduction of the the dual-class share structure of Jingdong and one sh are-one vote of Yidao,there different ownership structures lead to two completely diff erent results,resulting in a sharp contrast,which leads to the research object of this a rticle.Then,it introduces the definition and characteristics of the dual-class share struc ture.Finally,the influence of dual-class share structure on corporate governance is intr oduced.The third chapter is to compare two shareholding structure and the rationality of the dual-class stock structure.First of all,from the aspects of equity equality and corpor ate control,the dual-class share structure is compared with a one-share structure.Equa lity and fairness of equity are discussed not only to achieve equality in the form,but also to require substantial equality.The dual-class share structure can meet the needs of different investors.This is precisely the embodiment of substantial equality.In add ition,in terms of corporate control rights,the dual-class share structure separates the pr operty rights and voting rights of stocks,and can maintain the stability of the compan y's control rights.It plays a very important role in the development of the company.Secondly,from the aspects of company law theory and corporate governance requirem ents,beneficial to the long-term operation of the company and meeting the requiremen ts of corporate governance participants,the rationality of the dual-class share structure was analyzed,and its theoretical and practical values were clarified.The fourth chapter is the empirical part,respectively expounding the development and practice of foreign dual-class share structure.This section introduced the developme nt of the double-level equity structure in the United States,the earliest country of ori gin.The structure in the United States has undergone a process of budding,arguing a nd flourishing.Second,it briefly introduced the development of the double-level equity structures in countries such as Canada,the European Union,and Japan.Again,throug h the introduction of the two-tier equity structure of the two typical and influential co mpanies,Google and Facebook,the examples and theories are combined.The fifth chapter is an overview of China's current ownership structure and the dual-class ownership structure of China's enlightenment.This chapter is divided into two s ections to elaborate.The first section is an overview of the equity system in China.T he explanations from the institutional level and the practical level,combined with the“NPC&CPPCC” that are being held,show that both the national institutional level a nd the practical level have great demands on the reform of the ownership structure.T he second section is an analysis of China's introduction of the double-level equity stru cture.The introduction of the double-level equity structure cannot be copied,and it must be adapted to China's actual national conditions.First,we introduced the obstacle s that China has in introducing this structure.Mainly from China's relevant laws on t he one share-one vote principle,the information disclosure system is not perfect,inte rnal supervision is not perfect and the relative imperfections of the relief approach to analyze.Secondly,for the above obstacles,we gave a glimpse of the ways to introduc e the structure and legal regulations.