| The growing number of companies and size with the development of marketeconomy and grow, increasing the controlling shareholders to use its controllingposition in the probability of damage to the company and the interests of minorityshareholders in the play between majority rule and curb the controlling shareholderabuse control over to find a balance circumstances, become an important way to givecontrol of the fiduciary duties of the shareholders of burden, this article tries toanalyze the characteristics of the controlling shareholders, and clear the concept ofcontrolling shareholders in order to determine the fiduciary duty to bear owned by thecontrolling shareholder abuse of control over the behavior for analysis, the controllingshareholder abuse of frequent control of the right to damage the company and othershareholders’ interests of the event, is fundamentally the lack of regulatory control ofshareholder control over the abuse of the regulations on the legislative level, makingthe controlling shareholders in the self-interest increasingly make the, to make thingsdamage the company and minority shareholders is not "worry". Controllingshareholders because of its unique status in the firm, not directly involved in companydecision-making, just enjoy enjoy the corresponding rights of its investment companymade the company equity. If allowed to burden such as directors, managers, as theperformance of their duties obligations, too refined its obligations is not conducive toencouraging investment, and affect the company’s development activity establishedon the basis of this starting point, the controlling shareholder’s fiduciary duty,fiduciary duty, also known as the duty of good faith is to maximize the regulationcontrolling shareholder should make a good administrator of the obligation in thebehavior, not contrary to the premise of the company and other interests of minorityshareholders for their investment income. Establish the controlling shareholdersshould bear the fiduciary duties, abuse of control of several performance against thecontrolling shareholders, such as the operation of general meeting of shareholders, and usurpation of corporate opportunity. Controlling shareholder abuse of controlover the analysis, some to improve the practice of including obligations to ourexisting Company Law shareholders of checks and controls on the abuse of controlover the basic in the absence or inactive state, so at the level of legislation to establishthe controlling shareholder fiduciary duty, abuse of control over the behavior of thecontrolling shareholders of the effective constraints can limit and correct the abuse ofmajority rule, to maintain the equality of shareholders, to protect the interests ofcompanies and medium and small shareholders, this is also the "Company Law"legislation an inevitable trend. |
