The Appraisal Right Of Dissenters

The new corporate law, taken effect on January1,2006, adds the Article75which provides the stock right repurchase system for shareholders in limitedliability company. According to the Article75, this system based on practicalresults of British and American corporate laws, focuses on seal characteristicsof limited liability company and aims to prevent substantial shareholders,controlling shareholders or actual controllers from operating lock to minorityshareholders.This thesis bases on judgment instruments of company cases which are collectedin Chinalawinfo.com and does studies by choosing some cases related to stock rightrepurchase system for dissenting shareholders sice2006. In the process of studying,the author tries to induce the standard of applicable conditions and definitionof reasonable price in judgment in way of empirical analysis. The author also usesmethod of comparative study to analyze the standard that is induced before. This thesis is divided into four parts. The first part summarizes the provisionsof stock right repurchase system in the new corporate law on the basis of definingsome important concepts; the second introduces some related cases in list form,and from the aspects of theory and practice respectively, it summarizes theapplicable conditions of stock right repurchase system and induces controversypoints in judgments; the third part analyzes the controversy points; the forthpart introduces the definition of reasonable price, being combined with foreignjudicial practice on evaluation criteria, judicial assessment and proceduresetting of reasonable price. Finally, it maks an overview of the whole contents,points out the limitations and shortcomings in this study and puts forward someproblems that should be further attention.