A Study On The Active Delisting System Of China's Listed Companies

During a long time,under the IPO approval system,China's A-shares securities market has always been inaccessible and hard to find.Therefore,the active delisting of listed companies in China's capital market is extremely rare.However,with the development of the capital market,the IPO registration system will be launched in the future,and the completeness of the active delisting system for listed companies will become a key difficulty in financial reform.Therefore,the China Securities Regulatory Commission forward-lookingly issued the “Opinions of the China Securities Regulatory Commission on Reforming and Strictly Implementing the Delisting System of Listed Companies”(hereinafter referred to as the “Delisting of Listed Companies”)on November 15,2014.It is proposed that the delisting system of listed companies is an indispensable basic system for the capital market,and it is required to improve the system of active delisting of listed companies and clearly define the ways and means of delisting.This article focuses on the protection of the rights and interests of small and medium shareholders.It focuses on the active delisting system of listed companies and focuses on the current situation of the delisting system of listed companies.Difficulties in protecting the rights and interests of small and medium-sized shareholders,and drawing on the experience of absorbing foreign developed capital markets,with a view to improving the legal system of the active delisting of listed companies in China and improving the rules for the protection of the rights and interests of small and medium shareholders,propose specific feasible measures.This article consists of a total of 40,000 words.Excluding abstracts and conclusions,this article is divided into five parts:The first part is an introduction,which comprehensively analyzes the research background and significance of the protection of minority shareholders under the system of active delisting of listed companies,and emphasizes that the study of the active delisting system in the protection of minority shareholders' rights has the practical significance of resolving securities supervision and perfecting the company's legal system.The forward-looking significance.On this basis,we summarized the academic research results of domestic and foreign scholars on the protection of the active delisting of small and medium shareholders and integrated the unique opinions and suggestions of domestic and foreign scholars on the protection of the minority shareholders of China's listed companies.Finally,the article briefly introduces the research methods and innovations of this article.The second part is about the basic theory of the protection of the listed company's active delisting of small and medium shareholders.First of all,the academic discussion of the concept of voluntary delisting of listed companies,the definition of the scope of small and medium shareholders,on this basis to explain the reasons for the voluntary delisting of listed companies,the type of active delisting made a scientific classification.The focus is to discuss in depth the necessity and practical value of protecting minority shareholders' rights and interests under active delisting.The third part is the extra-territorial investigation of the minority shareholders' protection of the listed company's active delisting system.It aims to open up an international perspective and introduce in detail the active delisting legal system for foreign mature capital markets and the rules for the protection of minority shareholders' rights and interests.It focuses on the review standards and regulatory requirements for active delisting in federal securities law and state company law,the principle of complete fairness established by case law in judicial practice,the rules for commercial judgment,and the latest developments in jurisprudence.Analyze the legal debate in the German judiciary on the protection of the active delisting of small and medium shareholders and the specific rules and regulations that authorize the stock exchange to formulate an active delisting.Studying the special rules of "number verification" of the international financial center's legal system of Hong Kong's active delisting and the protection of minority shareholders' rights and interests in judicial practice,and discussing the balance between the protection of minority shareholders and the free flow of capital.The United States,Germany,Hong Kong,the active delisting legal system and the protection of small and medium shareholder equity protection rules to make an analysis and evaluation,as well as learning from the experience of foreign countries to learn advanced capital markets,the successful system of recommendations.The fourth part is the status quo of the protection of minority shareholders' equity in the active delisting system of listed companies in China.First of all,it focuses on the analysis of the status quo of the legislation on the active delisting of listed companies in China On this basis,based on the content of the protection of minority shareholders' rights and interests,the issues and practical difficulties in protecting the rights and interests of small and medium shareholders in the delisting in the judicial practice are studied in depth.It is feasible to propose the protection of minority shareholders' rights and interests in China's active delisting system.It is recommended to lay the groundwork.The fifth part is to improve the protection of minority shareholders' equity in the active delisting system of listed companies.Conducting pre-control,in-flight control,and post-event control in various aspects,taking small and medium shareholders' participation in decision-making right,right to information,dissent withdrawal mechanism,and remedy rights as the center,the feasibility of the issue of the protection of minority shareholders in the active delisting system of listed companies is proposed.The solution aims to resolve the active delisting of small and medium-sized shareholders by introducing special committee systems,clarifying the obligations of faithfulness of the delisting sponsors,perfecting the rules for information disclosure,improving the securities group litigation system,and reasonably allocating the burden of proof.The practical issues of protection of rights and interests promote the perfection of the active delisting system for listed companies in China and the protection of the rights and interests of small and medium shareholders.