Interest Conflicts And Balance Under Dual-Class Share Structure

Since the rise of dual-class share structure,it has been successfully developed from theoretical exploration to practice in foreign countries,and in recent years,it has also been widely concerned in China.Compared with the principle of "the same share and the same right",dual-class share structure has been controversial,from whether its theoretical basis conforms to the general norms of the law to the relevant issues arising from its actual development.Although the dual ownership structure is becoming more and more common nowadays,the struggle for preservation and abolition continues.Among the voices of scepticism,the most notable concern is the imbalance of interests among shareholders within a company with dual-class share structure.How to balance this conflict of interest is also a problem we need to consider.This article is divided into four Chapters:The first part mainly introduces some theoretical basis and development status of dual-class share structure,compares the structure of dual-class share structure with the related concepts of preferred share and special management share,and understands the development status of dual-class share structure in other countries and regions,so as to have a certain understanding of dual-class share structure.The second part mainly describes the necessity and feasibility analysis of building a dual-class share system in China.The introduction of any new system must have its reasons and ensure it is suitable for China's environment.Because it meets the needs of the development of start-up enterprises,effectively helps state-owned enterprises to reform and enhance the competitiveness of China's capital market.So it is necessary to introduce the system.At the same time,China's securities market and related laws are constantly developing and perfecting,bringing the corresponding environment for the introduction of dual-class share system.The third part introduces the types of conflicts between shareholders under the dual-class share structure,mainly including the conflicts between shareholders with different voting rights and shareholders with the same voting rights,and analyzes the causes of the conflicts,thus putting forward the core issue of this paper-how to solve such conflicts.The fourth part,based on the analysis of the third part,puts forward the solution mechanism to the shareholders' conflicts of interest caused by dual-class,which is divided into two parts: ex ante regulation and ex post remedy.It focuses on information disclosure system and collective litigation system,hoping to achieve the role of balancing conflicts of interests by establishing and improving these systems,so as to provide protection for the introduction and healthy development of dual-class share structure.