| Summary: | 碩士 === 東吳大學 === 法律學系 === 106 === This paper mainly focuses on the issue of the acquisition of shareholders' fund at new ventures, the protection of controlling shareholders’ and minority shareholders’ rights, also focusing on the cases of startup companies in Taiwan. In order to highlight opportunities and threats of new ventures, cases in this paper is arranged by time, the development process of startup companies to further discuss the parties that involved in separately. In addition, for advancing the efficiency of the operation and development of innovation ecosystem in Taiwan, this paper examine the shutdown of startups caused by inflexibility of norms, and certain better sources of business funding as well.
In order to protect minority shareholders’ rights, learning how entrepreneurs in startups working with non par value stock, the operation of stock discounts issue and issue prices becomes a crucial issue. Also, ordinary corporate bond, private placement of corporate bonds, and private placement of convertible corporate bonds or corporate bonds with warrants also play significant roles as minority protection mentioned. Further, the issuance of multiple voting rights, plural voting share for specific matters, and power over special shares works too, and these mechanisms mentioned above could solve the problem of insufficient funds as well.
Taiwan completed the largest revamp on company act, concerning the ease of rules on fundraising on July 6 2018. As a result, the amendments increased flexibility in equity fundraising and related shareholder arrangements, and lowered technical barriers between changing the status from a close company into a non close company. To certain degree, the pass of company act amendment creates better startup environment in Taiwan.
This study reviews not only the fundamental structure of corporations, but take startup’s financing flexibility into consideration, and examines current legal protection to entrepreneurs in corporations, compared with regulations in the U.S. and the U.K. Making it a reference when constructing or promoting the protection of startups in Taiwan.
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