Investor Protection of Listed Companies with Dual-class Share Structure in China:Problems and Solutions
The heterogeneity of shareholders has led to the separation of management right from economic right in modern corporate systems,and the waxing and waning of idiosyncratic vision and capital has directly given rise to the dual-class share structure.The Differented Voting Right shareholders(DVR shareholders)have the right to control the company far more than their shareholding,and there is a risk of abusing the control for per-sonal benefit.Constraining and monitoring of DVR shareholders and facilitating investor rights relief are the main ways to strengthen investor protection for companies listed with dual-class share structure.China's cur-rent legal system has obvious deficiencies in the system of checks and balances,internal supervision,the effec-tiveness of information disclosure and the right relief of investors,and China should improve the"Sunset Provi-sion"and"Coat-tail Provision"to restrict DVR shareholders,and cut off the possibility for DVR shareholders to dominate the nomination and election of independent directors and supervisors.At the same time,we should improve the effectiveness of the information disclosure system in terms of the quality of disclosure and investor acceptance,and facilitate the investors'right relief through litigation in terms of the subjects of eligible plain-tiffs,the burden of litigation costs and the allocation of the burden of proof.
Dual-class share structureInvestor protectionDifferented voting right shareholderSci-Tech in-novation board
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维普
