A Study On The Localization Of The Dual-class Share Structure System

In September 2014,the Alibaba group was listed on the New York stock exchange in the United States.The deal became the largest IPO transaction in American securities history.But at first,Ali chose to go on the market in Hongkong.In negotiations with the HKEx on the listing scheme,the core of Alibaba is the "lakeside partner system" controlled by Ma Yun’s management team for the company.But the Hong Kong Stock Exchange believes that Alibaba’s lakeside partner system is similar to the two-tier ownership structure.It will cause unfair consequences to other shareholders after the listing.The law does not support the same rights structure,so it will reject the listing of Alibaba.The Jingdong was listed on NASDAQ in 2014.In order to maintain control of the company in the process of equity financing,benchmarking private enterprises continue to list overseas,which has led to the loss of asset interests in China,which triggered a discussion on the two-tier ownership structure.To this end,in December 15,2017,the HKSAR issued the summary of the consultation document on the proposal to set up an innovative class,and proposed that under the premise of appropriate legal protection for shareholders,the HKSAR allowed the new economic enterprises to adopt the same share and different ownership structure in Hong Kong.The attitude that Hongkong treats the different rights of the same shares from the previous refusal to the present is once again sparking a hot debate on the dual ownership structure.Although there are many factors that lead to the listing of benchmark private enterprises in China,there is no denying that the dual ownership structure of foreign capital market is undoubtedly attractive to these enterprises.On the one hand,the dual ownership structure can make the founding team keep the control of the company at the same time of financing development.On the other hand,the small and medium investors who pay attention to the short-term interests can get their benefits.Therefore,it can meet the investment needs of different investors.The double ownership structure can meet the investment needs of different investors.China’s company law takes one share and one power as mandatory rules,thoughit has reserved certain legal space for the State Council’s legislation for class stocks,but the dual ownership structure in the capital market of our country has not been able to establish and implement,which will enable a large number of outstanding enterprises in overseas,resulting in the loss of state-owned property interests me.Therefore,in order to further develop our capital market and meet the diversified needs of investors and integrate with the international market,it is an inevitable topic to introduce double tier ownership structure system into our country.Starting with the concept and characteristics of dual ownership structure and the classic case,this paper analyzes the necessity of introducing dual equity structure in China,and demonstrates the justifiable rationality of dual equity structure through theoretical and practical possibilities,and combines the practice and legislative experience of foreign dual equity structure to our country.China has introduced dual ownership structure system to provide relevant path selection.