The Relief System Research About The Board Of Director Resolution Flaws

With the expansion of powers of the Board and Director of Corporate Governance in the important role of operations, the resolution due to defects caused by internal turmoil and external disputes arise. For the resolution based on the behavior of defects, such as managers of the appointment and removal of internal and external, such as investment, trading behavior, the effect of the inevitable result of defective been implicated in the resolution, the company's internal and external behavior into instability, greatly affect the company Internal governance and the company's reputation and interests. Accountability responsibilities of directors is in the caution in the exercise of its board directors must fulfill their functions and powers loyal, discreet obligations defects from the source to stop the emergence of the resolution. Defect on the board of directors examined the issue is the company, shareholders and other transactions to protect the body needs, but also to maintain security and stability to maintain the requirements of trading. Therefore, the Board resolved the problems arising from defective deserves wide attention and discussion.Research from China, the China scholars Relief Defective Resolution of the Board of specialized study, very few, and not in depth. In fact, although the "Company Law " is to the shareholders and the board of directors issue, together with the provisions of defect, however, the two different content in addition to the resolution, there are many differences, because the shareholders will be shareholders in managing their own Affairs, the resolution of internal validity is strong. Therefore, a separate board of directors of the necessary relief system defects. This paper mainly focus on the "Board Resolution for relief defects, " a study of this problem, first clear defect resolution as the specific content of the object and scope, and then two levels of defect resolution, detailed analysis of the relief system. Board resolution correction is defective before entering the judicial relief to give the company an internal relief opportunities, the effects of private relief resolution was confirmed with the effect after invalidation or revocation as important, but the two remedies have their own characteristics and unique Role. Finally, the resolution of directors relief system defect evaluation is to improve the resolution of the Board is bound to remedy defects of the problem. Through the relief of our current system of evaluation of legislation and company law perspective on private relief and judicial consistency between relief comparison, select a suitable manner to the Board of Directors resolution, for relief defects.