System of voting trust Several Issues
|Course||Civil and Commercial Law|
|Keywords||Trust Vote Voting Trust Institutional Economics Control of the Company|
Voting Trust refers to the Shareholders pursuant to the Trust Agreement contains the voting shares of its irrevocable way to transfer to one or more trustees, trustees in the agreement or by the statutory deadline for the realization of shares held for a specific purpose and to exercise voting rights the trust. Voting Trust produced in the United States, more than 100 years of history, and has a wide range of applications, the Americans borrowed traditional trust system, clever use of the exercise of shareholders' voting trust ways to improve the Company's shareholders voting system to solve the shareholders exercise their voting rights various problems encountered, and its expansion to the company's use of the establishment, the company's normal operations, restructuring and other different stages of development for the company revival, sustained and stable corporate policy has played a good effect. It can be said, shareholders' voting trust system jurisprudence in the United States to fully explore how shareholders exercise their voting rights in the history of an initiative to improve shareholder voting system provides a new way of thinking. Based on available information, China's current law has no effect on the exercise of shareholders' voting trust to be specified on the statute, but there is no corresponding prohibition. Thus in our country, voting trust system is a comprehensive use of the principles of trust law and corporate law legal means, in trust law, corporate law and other relevant laws and regulations under the system of a system. This means the exercise of shareholders' voting rights in 2002, \With the trust system development and application areas continue to expand, voting trust in our system will play an increasingly larger shares of the company's role. So what has the voting trust and what role, by its very nature, rationale and operational mechanisms are, whether our legislation should be introduced and in what manner the extent to which the introduction of this paper, two aspects of the Companies Act and the Trust Law and appropriate institutional economics to learn research methods, a total of four chapters on the above analysis of the problem, hoping for the future of the legislative voting trust benefit. Shareholders voting trust system on our part is still a new thing, even in a practice specializing in trust specializing in the legal profession and the judiciary work, and even the legal profession, its depth, not many people know . The first chapter of this voting trust from our first case - \This paper argues that a voting trust is a trust, its essence lies in the concentration of control of the company and the competition. Voting Trust rigorous and flexible trust establishment procedures contractual arrangements of the parties to fully meet the usufruct of the shares and voting rights of the configuration requirements, through the voting control of the company pointed to long-term stability of the arrangement, the parties to achieve maximum benefits. This is the maximum value of the voting trust. Voting trust in its early stages of development, but had a lot of abuse and fraud in the implementation monopolized by the United States and other unlawful purpose social and judiciary, academia strongly opposed. Although later in the social economy play an active role in the U.S. courts and scholars have gradually changed his attitude. This chapter describes various countries and regions in the voting trust system controversy, based on the basic theory through the analysis of voting, voting trust that the resulting theoretical foundation and its defects. This paper argues that the right to vote on the voting trust system that make up deficiencies in the system, which fully exploit the intrinsic value of the implication of voting, voting trust brought about voting rights and the separation of usufruct is the second company after the separation of ownership and management rights of shareholders the second separation, more purified share capital nature. This third chapter in the reference and evaluation system of voting trust in the United States, based on the analysis of the effective elements of the voting trust and internal structure. This paper argues that the effective voting trust elements including external and internal elements of two elements, the voting trust between the parties rights and obligations of the complex relationship between the contract are based on trust. Voting Trust strict and flexible design of the system, given the broad autonomy Voting Trust party space. Voting trust is essentially a way to take the trust exercise their voting rights, it is the company's voting rights through the rearrangement of the company's aim to achieve domination. When the shareholders voting together with the trust system, either subjectively or objectively have greatly expanded the rights of shareholders to exercise their freedom. Around the company's control over the voting trust by being filled with creative design, you can achieve different functions to meet the needs of a variety of different parties. It can be said, voting trust system can be achieved only limited useful function in people's imagination. This chapter combined with China's actual situation, was devoted to the voting trust system in our country practices, and on this basis, on how to improve our system of voting trust were thinking. That our country should be directed to the existing legal norms voting trust in the behavioral aspects of lack of provisions in the form of company law as soon as possible to develop a special voting trust rules, and rules in these specialized functions and content were discussed. Also, the chapter on China's trust law, antitrust and other regulatory Perfection shareholders were thinking. Although voting trust the way thanks to a trust, all of which have the trust system, such as flexibility, resilient and other features, making this system can give full play with the imagination, creativity of space, but also determines which kinds of ways to exercise voting rights arising from the diversity and complexity. Therefore, this paper summarizes the conclusion part in its entirety, while the conclusion that in the exercise of shareholders' voting trust yet widely used today, in the absence of a large number of national practice awareness and testing in the case, the correctness of this conclusion, comprehensiveness and future actual results will need to verify and supplement the practice, voting trust and hope in our country can be widely used for China's economic development has played a positive role.