Legalanalysis Of Dual Class Share Structure

The dual-class share structure is different from the traditional "one share,one vote".Different voting shares are considered to be a departure from the principle of shareholder equality,and in the case of mismatch of rights and obligations,this structure aggravates the agency cost of the company and damages the welfare of minority shareholders.However,the development of corporate autonomy,the reality of shareholder heterogeneity and the separatism tendency of voting rights and shares all prove that the introduction of dual-class share system has its unique practical needs.The dual-class share structure solves the contradiction between the dilution of shares and the maintenance of control right in financing,and has its unique value in improving the operating efficiency of the company and facilitating the long-term development of the company.America's "easy regulation" and "strict supervision" in Hong Kong is outside the two typical models in the practice,is also a double ownership structure of the different stages of development,in the introduction of double layer structure for the first time in China,you can refer to outside practice experience,combined with our country capital market environment,improve the supporting system,further enhance the effectiveness of the capital market in China.The structure of this paper is divided into five chapters.The first chapter is an overview of the system,which expounds the concept and legal characteristics of dual-class share structure,emphatically analyzes the theoretical support behind the development of dual-class share structure,and expounds the basic positioning of science innovation board in the development process of China's dual-class share system.Chapter two is the study of domestic law,which summarizes the legal provisions on class shares in Chinese history and the practical needs behind them,and analyzes that the multi-dimensional understanding of the meaning of equality among shareholders in the existing capital market makes companies pay more attention to the substantive equality between shareholders.Third chapter for extraterritorial law research,focuses on analyzing the development process of double ownership structure in foreign countries,and it leads to the change of the legislative practice,and practice by comparing two different countries,especially comparing the different legislation attitude,analysis of the legal system of the logic behind,finally analyzed in double ownership structure,development process of academic theoretical controversy.The fourth chapter is about the local construction of dual-class share structure.It refers to the practical system in foreign countries and combines the current legislative situation and the capital market environment to create a practical system,and fully considers the advantages and disadvantages of the system to improve the effectiveness of the domestic capital market as much as possible.The fifth chapter connects with the fourth chapter,mainly introduces the sunset clause,and explains the definition and function of sunset clause.It is suggested that the state should legislate on the double ownership structure and give it a higher legal status.