Research On China's Listed Companies' Active Delisting System

Due to the adoption of approval system for securities issuance in China,the IPO market is in short supply while the market demand for active delisting is not strong.With the passing of the new Securities Law on December 28,2019,China will gradually promote the securities issuance registration system.It will no longer be difficult for enterprises to be listed,and more enterprises will choose to take the initiative to delist based on the trade-off between costs and benefits.However,China's current active delisting system is not perfect,and the actual operation and specific provisions of the active delisting are easily manipulated by the controlling shareholder and management who have control of the listed company.Due to insufficient information disclosure,unreasonable decision-making mechanism,and lack of a complete withdrawal mechanism of dissenting shareholders,the minority shareholders who in a congenitally disadvantaged position suffered a prominent loss in the delisting.Therefore,this paper starts from the protection of minority shareholders' decision-making right,the right to know,and the right to withdraw,and puts forward specific suggestions to improve the system of initiative delisting of listed companies.In terms of decision-making right,it is suggested to adjust the voting mechanism of active delisting,and introduce an independent committee mechanism.In terms of the right to know,it is suggested to take the protection of investors' legitimate rights as the core value concept,and formulate strict information disclosure rules specifically for the voluntary delisting;Regarding the right to withdraw,it is recommended to grant the right of dissenting shareholders to claim for repurchase and to assess the fair value of shares.