论股东表决权代理征集制度的价值目标及设计重点-on the value goal and design emphasis of shareholder voting right proxy solicitation system.docxVIP

AbstractUnder the trend of companies expanding gradually and owners becoming multivariate and dispersive, some shareholders do not attend shareholders conference by themself but delegate other people to, some people even launch proxy solicitation from shareholders. Proxy solicitation is becoming one approach of fight for companies control, and just as important as stock acquisition, we must supervise it normally. Even there are more and more cases in our securities market, but our legislation about proxy solicitation is not perfect, so this paper aims at discussion on critical points of proxy solicitation combining academic research with practice and other countries experience.This paper is composed of four parts:The first one researches the basic theoretical issues of proxy solicitation. It begins on definition of proxy solicitation, and then its mechanism is to make up for the shortage of company inner governance mechanism. Just as a coin has two sides, at the end of this part, the author analyzes both positive effects and negative affections of proxy solicitation.The following part gives a general view of the practice of proxy solicitation in China. It came into being without rules and regulations in our country. The author inspect some random cases in recent years, and then analyzes the characteristic of its practice in our market, finally discusses the necessity of improvement of proxy solicitation in China.The third part analyzes the value of proxy solicitation. According to its creation background, proxy solicitation is supposed to encourage people to take an active part in company governance. During its development, how to avoid its negative affections has attracted more and more attention .The author thinks the two have a close relationship, we should ignore neither of them.The last part discusses the critical points when we design proxy solicitation. According to the practice of proxy solicitation in our country, and its two targets, the author exhibits h