Research On Legal System Of Protecting Shareholders' Rights

The construction and improvement of multi-level capital markets has important significance for the long-term and stable development of a country's economy.Forty years since the reform and opening up,China's economy is entering a new stage of transformation and upgrading,from the development path of high energy consumption,high consumption and high pollution to the direction of institutional innovation and technological progress,which requires more layers of society to be released.Energy,and the company is clearly an important part of it.In recent years,with the introduction and establishment of a preferred stock system with dual attributes of debt and equity,the company has renewed its vitality.As a convenient and effective financing tool,preferred stocks are low-risk and high-yield investment choices,which is undoubtedly a great boon for the capital market.For both investment and financing,it is a win-win situation.However,under the background of the current stock system with the development of the capital market as the main goal,the operation of the preferred stock system has some deviations from its original design intention.There are still many problems to be solved,such as whether the income from investment preference stocks should be included in the tax preferential policies.The conflict and balance between the interests of common stockholders and preferred stockholders,and the choice of China's preferred stock legislation model.In view of this,this paper attempts to start from the basic theory of preferred stock,focusing on the definition,types,rights and functions of preferred stocks,combining the origin and development of preferred stocks with the theory and practice of foreign preferred shareholders'rights protection.Review the problems existing in the protection of preferred stockholders'rights and propose some opinions that can improve the current preferred stock system.This article is divided into four chapters,the specific content is as follows:The first chapter analyzes the concept definition of preferred stocks,sorts out the types of preferred stocks under different standards,and classifies the power content of preferred stockholders,and briefly explains the functions of preferred stocks,laying the foundation for further discussion.The second chapter introduces and compares the origin and development of domestic and foreign preferred stocks.At the same time,through analyzing and summarizing the data of the company's current stocks in the current stage,it has an intuitive feeling and experience on the issue of preferred stocks.The characteristics of the situation,found that the crux of the current priority stock system problem.In the third chapter,based on the analysis and summary of the domestic and foreign preferred stock system,the focus of this chapter is to further analyze the theory and practice of the protection of shareholders,rights in the extra-territorial civil law system and the common law system of the United States,and to study the legal norms of foreign preferred stocks.The protection of preferred stockholders,as well as the theoretical path of priority shareholder protection and its advantages and disadvantages.The fourth chapter is the most important chapter of this paper.This chapter analyzes the problems existing in the issue mechanism of priority stocks,the priority dividend mechanism,the trading mechanism and the exit mechanism in the protection of preferred shareholders'rights,and draws on foreign legislation and practice.China's national conditions,put forward a number of specific improvements.The first section of this chapter analyzes the problems of the preferred stock issuance mechanism by analyzing the eligibility restrictions of the preferred stock issuance and the access system,and concludes that the market entity that should raise the funds raised by the preferred stock and the introduced storage system will solve the issue.The second section mainly introduces the problems existing in the priority share dividend mechanism and its improvement opinions.The third section reviews the problems of the preferred stock trading mechanism by introducing the conditions for listing of preferred stocks,over-the-counter trading,and taxation of preferred stock transactions,summarizes feasible and perfect solutions.The fourth section is to review the issue of the exit mechanism of the preferred stock holders,the shareholders'exercise of redemption rights restrictions,the risk of redemption and resale,the unsatisfactory conversion of preferred shares into common stock channels,and the expansion.The application scope of the objection repurchase request right and the triggering conditions for prompting the conversion condition to occur solve the various problems in the exit mechanismThe fifth chapter mainly studies the balance of conflicts of interest between preferred shareholders and common shareholders from the theoretical and practical levels.The first section mainly discusses the specific performance of the conflict of interest between the preferred stockholders and the common stockholders.The second section focuses on the balance mechanism of the conflict of interest between the preferred stockholders and the ordinary shareholders in corporate governance,namely the category voting rights mechanism,preferred stocks.Shareholders achieve the purpose of safeguarding their rights and interests by exercising class voting rights,but there are also many problems in this process that need to be resolved.The third section discusses the theoretical path of protection of preferred stockholders,analyzes and compares the two ways of protection of credit obligations and contract protection,and discusses the theoretical path for the protection of preferred stockholders in China.