A Limited Liability Company For Dissent Shareholders Equity Repurchase System Research

If a company by shareholders on the company’s major trading shall make a resolution, the resolution makes the company structure produced essential sex to change, or make some shareholders interests were seriously damaged, so the dissident shareholders in accordance with the relevant provisions of the law may require the company to repurchase their shares at a reasonable price, to withdraw from the company. This is the objection shareholder stock buy-back request power system. It is helpful for equity company in the conflict of interest between shareholders, improve corporate governance mechanism, but also conducive to protect the interests of small shareholders. China’s new" company law" to confirm the limited liability company shareholder equity repurchase right of dissent, but the provisions are rather rough, lacks maneuverability in practice, whether its applicable conditions, procedures and related restrictions, there exist some loopholes, leading to the system in China is not very good to play its due role. While some foreign countries’ legislation has been mature and perfect, it is necessary for us to draw lessons from foreign theory and legislative experience, and the company operation in our country by combining the actual situation, from the objection shareholder equity repurchase the applicable conditions, procedure, limiting measures, for the system to conduct in-depth research and analysis, again based on the company law of China legislation perfect suggestion.This paper is divided into four parts to the objection shareholder stock buy-back request power undertook comprehensive analysis. The first part of the limited liability company human nature and close feature analysis, and then leads to elaborated limited liability company established the objection shareholder stock buy-back request power legal significance; the second part from our limited liability company the objection shareholder stock buy-back request power of the applicable conditions, application procedures, as well as the system related restrictions introduced in aspects of the system present situation and the existence question; the third part of the foreign stock repurchase right of dissent shareholders system are compared and analyzed, in order to improve our limited liability company the objection shareholder stock buy-back request power suggested shop Zhi; the fourth part according to the relative rules of the company law, in combination with the foreign legislative practice, the absorption of foreign related system on the basis of the advantages, combined with China’s relevant laws and practice, based on the national conditions of our country, puts forward the measures to improve.