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对赌协议作为投资风险规避机制在我国实践中被广泛运用,但其效力问题一直备受争议。对赌协议的存在凸显出我国公司法律制度的缺陷,尤其是种类股制度具体设置上的空白,也从侧面证实了完善我国种类股制度的必要性。具体来说,特定类型的种类股可以取代对赌协议在现实中的作用,同时能够回避对赌协议效力的争执,例如利润分配优先股、剩余财产分配优先股、附赎回权事项的种类股、可转换股等。但种类股制度构建意义之深远,不限于此。
As a mechanism to evade investment risk, gambling agreements have been widely used in practice in our country. However, the issue of validity has been the subject of much controversy. The existence of the agreement of gambling highlights the defects of the legal system of our company, especially the blank of the specific establishment of the system of category stocks, and also confirms the necessity of perfecting the system of our kind stocks. Specifically, a particular type of stock can replace the real-life effect of a gambling agreement and at the same time be able to sidestep disputes over the validity of gambling agreements, such as profit distribution preferred stock, surplus property distribution preferred stock, type of foreclosure unit , Convertible stocks and so on. However, the establishment of the category stock system has far-reaching significance and is not limited to this.