Co., Ltd. Shareholders' Equity Protection Thinking

With the founding of the market economical system in our country, a great number of civil bodies including common citizens have set up their companies to achieve their target to pursue for wealth and found their career. But in our social life, the events which violate the interests of the medium and minority shareholders emerge so commonly that comparatively, the minority shareholders in the limited companies suffer much more difficulties than the shareholders in the joint-stock companies. The author hopes that through the probe into the strengthening of the protection to the minority shareholders of the limited companies, especially into the rights for the minority shareholders to break off their shares and into the channels for the minority shareholders to withdraw, there will be some help for the need of the minority shareholders to get some protections.This thesis consists of tow parts. The first part is the introduction on the state of the minority shareholders being stilled and violated, including such occurrence as the shareholders being squeezed out of the administrating stratum, the fund of the shareholders being frozen, the stockholders" equity being thinned out, their fund being limited and undervalued deliberately when transferred. The following is the analysis and explanation that "capital—decided—principle", the adherence to the idea of "capital credit" and the overdependence of the minority stockholders on the laws which are not perfect enough are the important reasons which result in their straits. The author states that justice, "stockholder—substantially—equal" principle and to provide the weaker with special protection constitute the theoretical basis for the protection to the minority stockholders' rights and profits. So it is of great significance to strengthen the protection to them. Otherwise, it is essential to endow the shareholders "withdrawal right", and provide them with necessary and unobstructed channels to withdraw. The next are the comment on and analysis of its theoretical basis, its extent to apply for, the procedure to operate and the limitation of it. The author points out that "the withdrawal right" is oneof the necessary means to effectively protect the rights and interests of the investors.In the second part, first, the defects and shortcomings of the transferring system existing at present in our country are confounded, and the author' s ideas and suggestions on its perfection is then put forward. Second, the author puts forward the concrete plan to establish the system for the stockholders 'withdrawal right.In the postscript part, it is pointed out that to adapt to the requirement for the development of the mordernization and the unifization, the company laws in our country must meet the development tendency of contemporary company laws on the problems of the legal protection to the small number of share holders, use for reference the successful experiences of other countries, so as to provide systematic guarantee for the development and the improvement of the competitive capability for the companies in our country.