An Empirical Study On The System Of Dissent Shareholders’ Right Of Request For Withdrawal Of Shares

The dissenting shareholder’s right to request for withdrawal refers to the right of the company’s shareholders to request the company to buy back the company’s equity held by the company in a specific transaction because of their opposition to the transaction.The establishment of this system in our country is based on protecting the interests of the small and medium shareholders of the company.my country only introduced the dissenting shareholder withdrawal request system at the beginning of the 21 st century.It has developed relatively late and has not been improved for many years.Therefore,there are many shortcomings in both the entity and the procedures,making the system difficult.Adapting to the development of practice cannot truly protect the rights and interests of small and medium shareholders.Therefore,improving the system of dissenting shareholders’ withdrawal request is of great significance for balancing the interests of all parties and protecting the rights and interests of small and medium shareholders.At present,the legal protection of the dissenting shareholder’s right to withdraw shares has practical problems that need to be solved urgently in judicial practice.Through empirical research on the case of limited liability company share repurchase,it is found that the outstanding problems are manifested in the following aspects: first,there is a dispute about the scope of shareholders in the dissenting shareholder withdrawal request system;second,the statutory application situation is too rough.The operability is not strong;third,the “main property” regulations are not clear;fourth,the company is very easy to circumvent “five consecutive years of profit and meet the conditions for profit distribution”,and it is difficult to protect the rights and interests of small and medium shareholders;fifth,the share repurchase "Reasonable price" cannot be determined;sixthly,the statutory application procedures are too simple and the creditors’ interests are not protected enough to meet the needs of practice.In order to better protect the dissenting shareholder’s right to withdraw shares,the following positive measures should be taken in response to the problems in the system of dissenting shareholders’ withdrawal request: first,clarify the scope of the dissenting shareholders;The legal scope of application of the right to claim shares;third,reasonably determine the price of share repurchase;fourth,improve the applicable procedures,clarify the company’s "notification" obligations,optimize the negotiation procedures and creditor protection procedures,and establish a complete set of dissenting shareholders’ equity repurchase program.