Research On The Shareholder's Preemption

The system of shareholder's preemption is the specific application of the system of civil law preemption in the scope of company law. While, it is of enormous important value in both theory and practice that shareholders'preemption by the civil law theory. The stockholder's preemption, as an important system of the Corporation Law, its value should be in accordance with the concept of equity and justice in modern civil and commercial law. Therefore, the design of the stockholder's preemption system should try to realize the balance among the fluentness of stock rights, the harmoniousness of co-workers and the safety of business. Only by this can the social and economical value of Corporation system be fully utilized. Having this value concept in mind, the author makes a penetrating analysis of the stockholder's preemption, in hopes of in illuminating this basic theory to provide references for the theory, legislation and actual practice of the Corporation Law. This article is composed of three parts:Chapter One is the general information about the stockholder's preemption. The author first introduces the definition and classification of the called stockholder's preemption, clarifying that the establishing of this preemption is not to restrict stock rights or free transference of stock rights of the stockholders who sell their stocks, but to meet stockholders'reasonable expectation, to maintain their confidence in the corporation, and to keep balance of the corporation's administrating right. Then the author studies the legal property of the stockholder's preemption. By introducing and commenting the various theories of the legal quality of preemption, the author...