Research On Voluntary Delisting Of Listed Companies From The Perspective Of Minority Shareholder Protection

On December 28,2019,the National People’s Congress reviewed and approved the revised "Securities Law of the People’s Republic of China",adding a new "Investor Protection" chapter to further improve the investor protection in the securities market from the legal level.China ’s listed companies have improved their investor protection,but the protection of minority investors on the verge of delisting companies is not optimistic.Since the revision of the “Delisting Opinions” in 2018,China ’s listed companies have rich delisting indicators.However,the current delisting regulations in China focus on mandatory delisting supervision,and the regulations on voluntary delisting are relatively simple.Listed companies have a strong initiative in delisting and have more information disclosure,delisting plan formulation,and delisting compensation pricing.The large maneuverable space can easily damage the legitimate rights and interests of minority shareholders.Based on the above background,this article takes the case of Shanghai Potevio’s voluntary delisting as a research object to study the protection of the voluntary delisting of minority shareholders in China’s listed companies and existing problems.This article finds that compared with compulsory delisting companies,voluntary delisting companies have a higher level of protection for minority shareholders’ right to know,participate in decision-making,and exit rights,but no matter which delisting method,The right to income of minority shareholders has suffered long-term damage before the listed companies "with long-term losses" have left the market;Through the analysis of the specific voluntary delisting process,there are four problems founded in the process of voluntary delisting of listed companies.One is that the quality of information disclosure is insufficient to ensure the right to information of minority shareholders.Second,delisting transactions are compulsive,and minority shareholders cannot negotiate prices.Third,the cash option system lacks norms,and exit compensation pricing and exercise rights are easily manipulated;Fourth,China’s stock exchanges have insufficient guidance on voluntary delisting and lack of review of the fairness of delisting transactions and the effectiveness of information disclosure.Finally,on the basis of summarizing the issues,this article puts forward relevant suggestions for protecting the rights and interests of minority shareholders.