The Research On The Appraisal Rights Of Dissent Shareholders

The protection of minority shareholders in the company is an old problem in practice,and it is also a common problem.In recent years,China’s M & A market continues to heat up,due to the capital majority voting mechanism,when the controlling shareholder of the abuse of rights,the formation of the shareholders of the resolution,even if the objective does not violate the express provisions of the law,but to a certain extent,it seriously damaged the interests of small and medium shareholders,so people have created a resolution on the company’s shareholders,especially small and medium shareholders to withdraw from the company’s approach.Especially in the small and medium-sized shareholders of non-listed companies,when the rights and interests have been violated after the choice of “foot vote”,but found that many restrictions,not as strong as the listed companies in the secondary market,limited liability companies in the priority purchase rights limits.In order to solve the problem of minority shareholders ’protection,the system of stock repurchase request has been produced.The system is derived from the evaluation system of dissenting shareholders of American company law.In 2005,the Chinese Company Law also stipulated for the first time that the shareholders’ right to request the company to repurchase his own equity,but the law lack of specific provisions.This article is based on this,through combing the historical development of the shareholders’ equity repurchase request right,analyzes the theoretical basis,explains the application of the equity repurchase request right system,and analyzes the stock price determination in the stock repurchase,the problems in the repurchase system put forward the system design making the system more operational,so that in practice can actually protect the interests of small shareholders.