Abstract:
There are various forms of shareholder conflicts, and three typical forms of such conflicts have emerged in China's corporate practice, namely, Valuation Adjustment Mechanism, corporate deadlock and confrontation between controlling shareholders and minority shareholders. How to regulate these three types of shareholder conflicts in a more scientific and reasonable manner is a long-standing concern of the theoretical and practical circles in China. Around these three types of shareholder conflicts, this article discusses in detail the Rules dealing with Voluntary redemption of shares , mandatory redemption of shares and shareholders, fidelity obligations in the German Limited Liability Company Act and the Stock Act, and analyses the feasibility of utilizing these articles in German corporate law to resolve these problems in China. Based on aforementioned rules, the relevant legislative proposals of the Draft Revised Company Law are reviewed and corresponding suggestions are made for the amendment of the existing Company Law in China.