A Study On The Protection Of Minority Shareholders' Interest On Listed Companies' Voluntary Delisting

The corresponding expression of delisting in Security Law is “termination of the listing”.A set of complete market system of listed companies shall consists the market access system,operation system and delisting system,and the delisting system is generally composed of mandatory delisting and voluntary delisting.In theory,compared to the administrative compulsory nature of mandatory delisting,the rule of voluntary delisting show respect to listed company's operational autonomy.Since the establishment of the securities market in early 1990 s,China pay more attention to the complete the system of mandatory delisting,while the specific policy and supporting rule of voluntary delisting did not establish until 2014.For lack of theoretical research in domestic security market and the scarce of listed companies' shell resource,few company choose voluntary delisting,so the rule of voluntary delisting should be further attention in theory and practice level.Due to the small and medium shareholders don't participate in the daily management,and hold low proportion stock equity,their rights is hard to be protected,and whether in the mandatory delisting or in the process of voluntary delisting,the interests of minority shareholders should be highly regarded.The interest protection of minority shareholders as the background point,the paper based on the rule of voluntary delisting,will take advantage the voluntary delisting case of stock *ST Er Chong to analyze the problem existed both in the rule and practice;At the same time,by discussing the legal protection of minority shareholder under the multi-level capital market and the judicial judgment standard for privatization delisting,provide constructive suggestion.Except the preface and conclusion,the structure of paper is divided into four parts: the first part provides an overview of the voluntary delisting system,in theoretical perspective,defining the meaning and characteristics of voluntary delisting,and analyzing the motivation of listed companies;in practical perspective,researching the sample of stock *ST Er Chong to analyze the specific problem of voluntary delisting.The second part,introduces the domestic law on the protection of the rights and interests of minority shareholders,and studies the influence of voluntary delisting on right to know,right to vote and the appraisal rights of the dissenters of small and medium-sized shareholders.The third part summarizes the delisting system of listed companies in the United States,including the legislation system,practice path,the judicial review of voluntary delisting.The fourth part,to perfect voluntary delisting system of listed companies,from the legal system construction,protection and relief of the small and medium shareholders rights,puts forward some personal advice.