Study On The Conflict And Balance Of Shareholders’ Interests In The Profit Distribution Of The Limited Liability Company

Legal weapons actually applicable to shareholders.In order to achieve the balance of shareholders’interests in the profit distribution of limited companies and better solve the problem of protection of the profit distribution rights of small and medium shareholders under shareholder repression,this article will adjust and explain the existing system and strive to establish a system within the framework of the existing system.A balance mechanism for shareholder conflicts of interest for the company’s profit distribution.This article believes that the existing corporate legal system cannot properly solve the shareholder suppression in the company’s profit distribution and protect the profit distribution rights of small and medium shareholders,and a set of conflicts of interests of shareholders in the company’s profit distribution should be established on the basis of the existing company law system.The balance mechanism.The basic goal of this mechanism should be to achieve the balance of interest between controlling shareholders and small and medium shareholders for the company’s profit distribution,between controlling shareholders and small and medium shareholders for the company’s profit distribution,and between controlling shareholders and small and medium shareholders for the company’s profit distribution.At the same time,the court’s intervention in the company’s profit distribution should be based on company autonomy and respect the consensus formed between shareholders.Only when the company’s autonomy fails and cannot be effectively adjusted through the company’s internal governance mechanism can it intervene in accordance with the law.After the court intervenes in the company’s profit distribution,it shall take the principle of ensuring the healthy development of the company and formulate a profit distribution plan based on the actual situation of the company.Constructing a mechanism for realizing the balance of interest between controlling shareholders and small and medium shareholders in the company’s profit distribution.This article believes that on the basis of the existing company law system,the connotation of the loyalty obligations of directors,supervisors and senior executives should be enriched when the company’s profit distribution matters are involved,so as to clearly seek for the company.The core content of maximizing benefits,the loyalty obligations of directors are incorporated into the company’s decision-making;adding "the company has distributed very little to shareholders for five consecutive years and extremely mismatched with the company’s business level and profit scale" as shareholder objection repurchase Applicable conditions of the right to claim;increase the restrictions on the company’s withdrawal of arbitrary provident funds;take an expanded interpretation of the shareholders’ right to know,allowing suppressed shareholders to check accounting vouchers when they have doubts about the company’s accounting books and have reasonable reasons;clarify the controlling shareholder’s profit in the company Fiduciary duty at the time of distribution.In terms of improving the provisions of Article 15 of the "Company Law Judicial Interpretation IV",this article believes that the court should expand the scope of the determination of shareholder abuse of shareholder rights,focusing on whether the company has violations of the same share rights and corporate justice principles caused by shareholder behavior The company’s unreasonable distribution of profits,and the abuse of the company’s voting rights by shareholders,the formulation of discriminatory profit distribution plans and the abuse of the company’s voting rights by shareholders are regarded as shareholders’abuse of shareholder rights.At the same time,in order to achieve the balance of interests among shareholders in the company’s profit distribution and to realize the justice of the company’s distribution,the provisions in Article 15 of the proviso of "Corporate Law Judicial Interpretation IV" should be amended to "cause the company to not distribute profits".Unreasonable distribution of profits" and relax the people’s court’s requirement for shareholders to produce evidence when hearing a company’s profit distribution lawsuit,and adopt a presumption of fault liability on the company.