The Protection Of The Dividend Distribution Claim Of Minority Shareholders

The fundamental purpose of the shareholders of a limited liability company to invest in the company is to obtain dividends.Therefore,Article 4 of the company law clearly stipulates that the shareholders of the company have the right to enjoy the assets income according to law.However,in the practice of profit distribution,there are often conflicts between the controlling shareholders and the small and medium shareholders because of the problem of profit distribution: on the one hand,the controlling shareholders withdraw a large amount of arbitrary accumulation fund for the sake of the long-term development of the company,so that the company has no surplus profit or only a small surplus profit for distribution,which can not meet the reasonable expectation of small and medium shareholders to obtain dividends;on the other hand On the one hand,small and medium-sized shareholders request the company to distribute profits.When this kind of request is fully satisfied,it will easily lead to the company's lack of sufficient capital chain to maintain operation.There are differences between the original purpose and reasonable expectation of controlling shareholders and small and medium-sized shareholders to invest in the company.How to deal with the conflict of interest between controlling shareholders and small and medium-sized shareholders has been a problem in the company law of various countries.In view of this,this paper takes the issue of profit distribution of shareholders of China's limited liability company as the research object,adopts the methods of comparative analysis and empirical analysis,analyzes the current situation of profit distribution of China's limited liability company,and puts forward a new litigation system framework in the existing legal framework combined with the advanced experience of the common law system,with a view to improving the judicial relief system of the right to request profit distribution of China's limited liability company Department.Besides the introduction and conclusion,this paper is divided into four parts: the first part introduces the problems,summarizes and analyzes the deficiencies of the current situation of profit distribution of China's limited liability companies,and discusses from two angles of legislative dilemma and practical dilemma respectively;the second part discusses the theoretical basis of compulsory dividend distribution litigation,that is,the legitimacy of shareholders' request for profit distribution In the third part,taking the study of foreign law as the main content,through the study of the dividend distribution system of the limited liability company of the common law system,the author summarizes its advanced experience,considers the reasons for its failure,and obtains the experience from the foreign law;in the fourth part,the author puts forward the targeted suggestions for the unsolved problems,mainly including the balanced judicial introduction In addition,we should perfect the relief system of dividend distribution,clarify the premise of profit distribution and establish the lawsuit of compulsory profit distribution.