优先股制度中的利益冲突分析.docx

preferred shareholders and the board of directors, and between preferred shareholders and creditors. Through the research, this paper proposes a shareholding ratio limit of preferred shareholders, in order to prevent the company changing hands; on the other hand the recommendations is put that by the way of the establishment of special system of shareholders1 meeting, to the relief of preferred shareholders in the earnings distribution, to make up the weak position compared with the ordinary shares. For the special shareholders1 meeting, the convener, the rules of procedure, the voting and such as the specific content are introduced in detail. On the dispute between preferred stock sh areholders and the board of directors on the actual control of the company, this paper attempts to make up the lack of voting rights by regaining the voting of preferred shares timely. At the same time, taking advantage of the fiduciary duty of the board o f directors and the right of redemption request of preferred shareholders to regulate and restrict the board resolution. Differences between preferred shareholders and creditors caused by nature, competition and distribution of surplus property, this paper tries to allocate the reserve system and repayment reserve system to ease the preference shareholders and creditors in the distribution of benefits conflict. Finally, combined with the analysis and study of three kinds of conflict of interest, this paper tries to revise and supplement the provisions of company law, and introduces the concept related to the preferred stock system to the company law”，in order to introduce the resolvent of the three kinds of conflict of interest gradually by this way. At the same time, this paper makes recommendations to the relevant departments to revise the relevant rules and regulations, and the existing rules and regulations should be perfected, as a result, trying to provide a more comprehensive legal protection for the development of the system