Research On Legal Issues Of Company Founder Control

The control of the company is one of the core issues of the company law.The content of the relevant interest distribution in the company law,whether it is the company's equity system,the company's articles of association,or the company's governance structure,has a close relationship with the company's control rights and has caused domestic Extensive attention from foreign scholars.From the 2009 Gome control and equity dispute to the Alibaba Group's abandonment of listing in Hong Kong in 2014 and the listing on the US market,it fully demonstrates that there have been many problems in the practice of corporate control competition,further verification The theoretical and practical significance of the research on corporate control.This paper studies the company's control rights through literature analysis,comparative analysis and case analysis.The full text is divided into five parts:The first part is the introduction.With the development of the capital market becoming more and more perfect,the institutional investors' sense of existence in the capital market is getting stronger and stronger,and the company's shareholding structure is increasingly dispersed.By briefly describing the case of NVC lighting control competition,the issue of control of the company is discussed.Protect the significance of the company's founder's control,and sort out and review some of the research on corporate control at home and abroad.The second part is the basic theory of company control.The theoretical basis for defining the company's control rights and maintaining the control of the founders was sorted out,and the significance of maintaining the control of the founders was understood.The third part is the case and reason analysis of the loss of control of the founder of the company.The author lists three examples of Qiao Jiangnan,NVC Lighting,and Baowan.It analyzes the reasons why the founders lost control in the financing process,especially the phenomenon and reasons for the loss of control of the founders of private listed companies in China.The conflict of interests of shareholders,the control of the founders and managers,the protection of founding shareholders is not flexible,the functions of the board of directors and the board of supervisors are flawed,and the company's articles of association and laws are not perfect.The fourth part is the extraterritorial experience of maintaining the control of the founder.Drawing on the protection measures for the company's control rights outside the domain,this paper studies the two-tier equity system and the independent director system.Combining Facebook and Alibaba Group's empirical and innovative research on the two-tier equity structure,it makes a comparative analysis with the situation of Chinese companies.The purpose is to achieve better protection of Chinese company control rights.The fifth part,this part is the core part of this paper.Through the analysis and argumentation of the above parts,the specific suggestions for maintaining the protection of the founder of the company in China are put forward.By constructing a two-tier equity system for listed companies in China,the founder's control is maintained from the legislative level.At the same time,improve the company's governance system by means of sound supervision and restraint system and the establishment of trust and incentive systems.The purpose of maintaining the control of the founder company is to use the majority of the directors,the veto of the major issues,the veto of the shareholding ratio,and the safety margin of the shareholding ratio.