The Theory And Methodology Of Judicial Intervention Into Corporate Autonomy

The Corporate Act of 2005 is a new change of the rules of corporate law. It is also a logical conclusion of the theoretical research of corporate autonomy. The study on the corporate governance is focus on the interpretation of the corporate law from the view of legislation. Judicial intervenes has been becoming a hot issue. Comparing the interior corporate governance, justice intervenes into corporate autonomy is an exterior mechanism. The reason of justice intervenes is the imbalance between the interests of the company members which can’t be resolved through corporate governance. Justice intervenes provide the remedy of the rights of share holds, and get rid of the impediment of the corporate governance. The purpose of the thesis, The Theory and The Method of Justice intervenes into Corporate Autonomy, is to explore the way to balance between the judicial activism and judicial entrainment. There are six chapters which are grouped into three parts in this dissertation. The first part (chapter 1 & 2) is the basis , which gives explanation to the reasonableness and necessity of justice intervenes into corporate autonomy. The second part is the main part (chapter 3 & 4), which is mainly involved in the limits of judicial intervenes into corporate autonomy, and from a legal point of view of hermeneutic autonomy of judicial power involved in the company way; The third part is the empirical chapter (Chapter VI), mainly with the Chinese judicial practice, Intervention on the judicial power of corporate autonomy and institutional building for the trial forward thinking.The following is a more detailed description of each chapter’s content.The first chapter, the reason of the judicial intervenes into corporate autonomy. Firstly,the essence of the company is to analyzed from the angle of economics, sociology and law. The company is not just a main economic activity, but also a social subject, their behavior and freedom should be placed in the context of the whole society to regulate and constraints. Corporate autonomy but not full self-consistent, the company is limited autonomy. All countries intervene into corporate autonomy from legislative, executive and judicial means.The second chapter, the foundation of judicial intervenes into corporate autonomy. This chapter first analyzes the nature of judicial power, which is a jurisdiction to resolve disputes as the basic functions. Evaluate the legitimacy of corporate autonomy depends on the internal interests of compromise and balance, there is no coordination of internal stakeholders will greatly detract from the value of corporate autonomy. Various stakeholders within the company can not form the inevitable existence of positive interaction, conflict of interest can not resolve the situation, the judicial power involved in the company with the autonomy they have the legitimacy of the foundation.Chapter III, the border of judicial intervenes into corporate autonomy. This chapter focuses on a limited judicial power involved in the company of a reasonable grasp of autonomy. The boundary is analyzed in the view of natural boundaries and the ideal boundaries. The ideal boundary is to study the fundamental objective of judicial intervention into corporate autonomy and fundamental principles. However, the analysis of real boundaries exists in reality for various reasons. The ideal boundaries can not be done overnight so the border should be contingent, and to explore the road towards the border ought to.Chapter IV, the methodology of judicial intervenes into corporate autonomy. Judicial power involved in the company of autonomy,is the process of dealing with the dispute of the company, but also regulating the company law to resolve the disputed cases, and of company law norms applicable to the judge to explain the facts, in order to achieve transform ting company law norms into the company rules. Interpretation of company law can be said that judicial intervention methodology of corporate autonomy.Chapter V, the judicial power involved in the company of non-self-advocacy program. Non-litigation procedure and judicial proceedings is relative to the trial program. Characteristics of non-litigation procedure determine the active involvement of corporate autonomy of judicial power to protect the corporate governance smoothly. Company’s non-litigation procedure established in our country there are still institutional barriers, but through trial reform might a good way to approaching non-litigation procedure.Chapter VI, the present and future of judicial intervenes into corporate autonomy in China. This chapter firstly is to make the comparison and review the judicial history of English, American and Chinese intervention into corporate autonomy. Then we sum up the problem of judicial intervention in corporate autonomy, further put forward the trial of disputes such thinking. In view of judicial activism and judicial restraint,which are two different judicial philosophy, judicial power involved in the company autonomy need to find a balance between the two.