Research On The Share Repurchase System Of Listed Companies

Shares repurchase of the listed companies means the listed companies buying back part of the their issued shares directly or indirectly from a specific or non-specific company shareholders,with cash or other property as a consideration,to write off or as a treasury stock as the results.Listed company is a special form company,and its shares not only represent the shareholders',rights,but also become a basic part of docking capital market because of its convenient circulation,which have obvious openness,capital nature,regulation and other characteristics at the same time.So listed companies have strong motivation to implement share repurchase with the financial effect,signal effect and others.Although the traditional company law theory holds that the share repurchase system leads to the mixing of corporate legal personality and shareholder personality,and breaks the principles of traditional company law in the civil law system,in particular the principle of capital maintenance,but the effective establishment of share repurchase system of listed companies can avoid this kind of theoretical logic confusion and principle breakthrough very well.Based on the historical analysis method and the evolution analysis of the principle of company law in the civil law system,this paper discusses the rationality of the principle that the share repurchase system of listed companies doesn't damage the capital maintenance,which is the innovation of this paper.Combining with the comparative study,this paper demonstrates that the establishment and perfection of the share repurchase system of listed companies in China is the inevitability in the process of capital globalization,which is the core content running through this article.With the empirical analysis method,it is the ultimate significance of this paper to evaluate and make suggestions on the concrete refinement and implementation after the implementation of the amendment of the company law at present.The full text is divided into four chapters.The first chapter begins with the intention of analyzing the particularity of listed companies,and discusses the concept,classification,motivation analysis and legal dispute of share repurchase of listed companies.The second chapter,using the method of comparative study and historical analysis,expounds in detail the three current international common share repurchase routes,that is,free repurchase,the principle of prohibiting exception licensing,prohibition and licensing compromise,to clarify their respective characteristics and historical development context.The third chapter makes a sectional study on the development course of share repurchase of listed companies in China,and makes a detailed analysis of the sources of law of the share repurchase system of listed companies,including the legal system of laws,administrative regulations,departmental regulations and self-discipline documents.The fourth chapter reveals the imperfection of the current legal system of share repurchase of listed companies in China,the lack of basic problem norms,the dislocation of legal system,etc.,and puts forward some suggestions for improvement in the light of these problems.