Core Viewpoint - The article analyzes the controversies surrounding the original distribution of private equity funds and attempts to propose solutions for effective exits in the current economic cycle [2][3]. Group 1: Current Situation of Private Equity Fund Exits - In recent years, the wave of exits from private equity funds has become a dominant theme in the investment market, driven by the need for short-term project completion and risk reduction [3]. - The existing policies provide a pathway for original distribution, but the lack of clear operational norms leads to various disputes during the process [3][4]. Group 2: Controversies in Original Distribution - The issue of whether other shareholders of the target company have a preemptive right during original distribution is debated, with two main viewpoints emerging [5]. - One viewpoint argues that original distribution is not a transfer of shares in the traditional sense and should not be subject to the same rules as share transfers, while the other believes it should be treated similarly to share transfers [5][6]. Group 3: Recommendations for Smooth Implementation - It is suggested that private equity funds clarify in investment documents that other shareholders agree to waive their preemptive rights during original distribution [10]. - To address the limitation on the number of shareholders, options include adjusting the distribution plan or establishing a holding platform to consolidate shares [12][13]. Group 4: Special Shareholder Rights - The article discusses whether the transferee of shares in original distribution automatically inherits special shareholder rights previously held by the private equity fund [14][15]. - It concludes that such rights do not automatically transfer and must be agreed upon separately by the parties involved [15][18]. Group 5: Issues Related to Joint-Stock Companies - The article highlights that company bylaws can impose restrictions on share transfers, which must be adhered to during original distribution [20]. - It also addresses the challenges posed by restricted shares, suggesting that judicial enforcement may be necessary to facilitate the transfer process [21]. Group 6: Conclusion - The issues surrounding original distribution in private equity funds are critical for determining the success of exit strategies, impacting multiple stakeholders and the overall market order [22]. - Recommendations include establishing clear conditions for original distribution in fund setup and investment documents to reduce uncertainties and ensure smooth exit pathways [22].