Study On China's Introduction Of The System Of Dual-class Share

The system of dual-class share witnesses a development of over a century aboard and is getting more and more mature.In the meantime,some domestic listed companies also show a tremendous interest in the system.However,having been adhering to the principle of "one share,one vote" and "same share class,same rights and benefits",China believes that the system of dual-class share which is established on the basis of "same share class while different rights and benefits" is not good for protecting the rights and interests of medium and small investors,thus rejecting to approve it as a legal one.In the opinion of the author,every coin has two sides,so does any system.It is obviously unwise to ban the system only out of the consideration of its disadvantages.Moreover,what is noteworthy is that the system plays a prominent role in aspects like acquiring both fund and right of control at the same time,improving resource allocation efficiency,maximizing the long-term benefits of a company,etc..In this regard,the paper will,first and foremost,probe into the system of dual-class share applied by listed companies,and then do an analysis on the necessity and feasibility for our country to bring in the system.On such basis,the author will put forward to her own tentative idea on law in the hope to ensure the operation of the system and enhance our competitiveness in the international securities market.The thesis is made of three parts,the content will be presented in detail as follows:The first part is necessity for china to bring in the system of dual-class share.Through introducing the definition and characteristics of this structure,its advantages will be analyzed and the reason why we need this structure will be listed from many perspectives.The second part is an analysis about the feasibility of introduction of dual-class share structure.Firstly,the history of dual-class share structure will be introduced.Then empirical analyses of typical examples and Chinese-style innovation in this structure will be conducted,in response to the disadvantages proposed by some opponents.Finally,the explanations for the feasibility of the establishment of dual-class share structure will be made from the perspectives of classified shares theory and reserved space for system from existing legislation.The third part,as the core and innovation of this thesis,is concerned with my legal conception on the introduction of dual-class share structure.On the basis of current situation and features of stock market in China,my conception mainly concentrates on several aspects such as building of moderate barriers to entry,implementation of the balance between classified and limited voting mechanism,mandatory disclosure of information,establishment of mechanism for the transformation and withdrawal of quality stock,improvement of relief mechanism for interests of public investors.