Abstract
To maintain the control of corporate is a governance dilemma, especially in the financing process. As a special ownership structure, dual-class share structure has a long history in western countries. Along with china’s internet corporate giants, like Alibaba and Jingdong, have rushed to list on US stock exchange, dual-class share structure started to get Chinese studies and the public’s attention Dual-class share structure originated in the United States. After more than 100 years of prohibitions and struggles, the dual-class share structure eventually formed a mature rule in the United States. It has been widely developed and used around the world. This essay will conduct a legal and history institutional analysis towards the dual-class share structure in United States and Taiwan. China’s company law maintains one vote per share as a mandatory rule nowadays, which means the dual-class share structure was so far not allowed. However, as capital markets developing, there will be more and more market participants whose needs are various, which means Chinese capital market has to make some changes to fit the newest circumstance. This essay analyzes the feasibility of dual-class share structure in China’s market, and explores the possibilities of the changes under the existing legal system. It may define the future direction of Chinese capital markets.