| In 2005,the "Company Law of the People’s Republic of China" introduced the concept of dissent shareholder repurchase claims for the first time.Its main content is: shareholders who vote against the company’s major resolutions have the right to request the company to repurchase its shares and have an exit.Company’s rights.The purpose of the dissent shareholder repurchase request is to alleviate the contradiction between the shareholders and the company,to protect the rights of the excluded shareholders,to protect the interests of the creditors,and to have important value for improving the internal governance of the company.Along with the rapid development of the economy,the company’s role in social and economic development is extremely prominent,and the company’s scale,personnel,and business methods are constantly changing over time.The“capital majority decision” is the voting method for the company’s major decisions.Therefore,in reality,shareholders with a large majority of capital will often crowd out small and medium shareholders.In essence,the generation of opposition shareholder repurchase claims has increased a mechanism to resolve disputes between shareholders and companies in a peaceful manner.However,due to the defects of legislative technology,the provisions on the right of resurgence of dissident shareholders have some inadequacies in the application of theory and practice,which has an adverse impact on the realization of the legislative purpose of the Company Law.Therefore,it is extremely urgent to improve the theory of dissent shareholders’ repurchase claims.The first chapter is mainly to analyze the legal basis of the opposition shareholder’s repurchase request right.In the process of understanding the right,the rights of the dissident shareholder’s repurchase claim must be fully recognized.The source and establishment of the dissent shareholder’s repurchase request must be based on the value of the dissenting shareholder’s repurchase request.Dissident shareholder repurchase claims protect the interests of small and medium shareholders on the one hand;on the other hand,they also ensure the efficient operation of the company.To implement the implementation of the right of opposition shareholder repurchase request,it should be combined with the legislative evolution of the opposition shareholder’s repurchase request right in the company law of China and the status quo of the system,and comparatively analyze the different characteristics of the dissident shareholder’s repurchase request right in different time periods.The second chapter mainly summarizes the problems existing in China’s current application rights to dissent shareholders’ repurchase claims,and concludes that China’s dissident shareholders’ repurchase claims are subject to harsh conditions,narrow application conditions and insufficient procedural safeguards.Solve the problem.The third chapter mainly proposes perfect suggestions for the shortcomings of China’s dissident shareholders’ repurchase claims.It is also the most important part of this article.The applicable conditions for China’s dissident shareholders’ repurchase request rights are divided into two aspects: relaxing repurchase conditions and time conditions.The application of the dissenting shareholder’s repurchase request right in China is based on the principle of clear rights.The rationality of pricing and the protection of creditors’ interests;the procedural suggestions applicable to China’s opposition shareholder repurchase claims mainly include increasing the company’s written notification obligations,expanding the channels for dissent shareholders to submit written objections,and increasing the remedies of dissident shareholders. |
