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在现代公司运营过程中,资本多数决策原则作为公司决策机制的一项基本原则已被普遍认可。随着这一原则的广泛适用,中小股东不能阻止公司决策的通过已被人们视为理所当然,他们经常处于被大股东压迫、排挤的困境。因此,对中小股东权益进行保护,日益成为现代公司治理的核心问题。股东退出权作为中小股东权益保护的一项重要救济措施,已被很多国家和地区法律在不同程度上加以规定,其适用价值已被充分肯定。在我国,公司立法在一定范围内承认了异议股东要求公司对其股权进行购买的权利,初步设立了股东退出权。但是,
In the modern operation of the company, the principle of majority decision-making of capital as a basic principle of a company’s decision-making mechanism has been generally accepted. With the broad application of this principle, it has been taken for granted that small and medium-sized shareholders can not prevent the company’s decision-making from passing through and are often in the predicament of oppression and exclusion by major shareholders. Therefore, the protection of minority shareholders’ rights and interests has increasingly become the core issue of modern corporate governance. As an important remedy for the protection of small and medium shareholders’ rights and interests, the shareholder’s withdrawal right has been regulated to varying degrees by many countries and regions, and its applicable value has been fully affirmed. In our country, the legislation of the company acknowledges to some extent that the dissenting shareholder requires the company to buy its equity right and initially set up the shareholder’s right of withdrawal. but,