Research On The Legal Protection For The Interests Of The Minority Shareholders During Voluntary Delisting

The arrangement of IPO registration system will lower the threshold for companies to be listed,improving market efficiency.It is foreseeable that as China's capital market becomes more healthy and mature,there will be more companies choose to delisted voluntarily considering their own development and optimization of cost.Although the voluntary delisting of listed companies is a common phenomenon in relatively mature capital markets,active delisting also means non-publicization,which is,excluding minority shareholders and completing private control of the company,this process is extremely likely to infringe on minority shareholders'rights and interests.In particular,many listed companies in China have a high ratio of ownership concentration,which leads to the lack of independence of the board of directors,for whom will find it very difficult to negotiate with the Major shareholders on the beneficial consideration of minority shareholders'equity on behalf of the interests of minority shareholders.According to the principle of capital majority,it is also difficult for minority shareholders fully expressing their wishes at the shareholders meeting.And because of asymmetric information,minority shareholders themselves lack a comprehensive understanding of the value of equity.In the end,they are often forced to accept unfair consideration.But regulating the voluntary delisting to protect the interests of minority shareholders also faces various difficulties.Even in the United States,where the rate of voluntary delisting in stock is very high,there are still many debates on these problems.Therefore,in order to further increase the voluntary delisting rate of China's listed companies and achieve a healthy state of“entry and exit”in the capital market,it is necessary to establish a complete set of legal protection mechanisms for the rights and interests of minority shareholders.This article is divided into four chapters.The first one analyzes the main substance of "voluntary delisting" in the context of China,and explains the classification of voluntary delisting,as well as several important ways of it.The second chapter analyzes some foreign regulatory review systems for voluntary delisting,and proposes that there are various deficiencies in foreign experience,but the basic idea of the system is based on the principles of protecting the rights and interests of minority shareholders.By comparing the lessons learned from foreign countries when establishing the delisting system in China,this article pointed out that it is not advisable to introduce only foreign systems in this area,to truly protect the rights and interests of minority shareholders,we need to make corresponding adjustments according to China's national conditions.The third chapter back to China's native voluntary delisting standards,analyzes the shortcomings of the voluntary delisting system in China's existing regulations,and puts forward specific suggestions for the protection of the rights of minority shareholders of active delisting companies.