Research On The Jurisdiction Intervention Corporate Governance

The corporate governance is the mutual concern of the economy and the law. The Modern Company Law is about the corporate governance with"shareholders autonomous"or"company autonomous"as its core content. The shareholders play an important role in the corporate governance as the possessors of the company. One of the basic objects of the company law is to protect the shareholders'rights and maintain the company autonomous. To realize the fairness and efficiency in the corporate governance, the corporate governance sets up the system which is about interests relation and responsibility separation among different interests bodies under the conditions of the separation between possession and management.In this thesis, the writer attempts to do research on the shareholders'lawsuit and the non-lawsuit mechanism which is related to the corporate governance from the perspective of the jurisdiction intervention which promotes and improves the corporate governance in order to reveal the necessity and the reasonable limitation of the jurisdiction intervention corporate governance and comment on the problems of the jurisdiction intervention corporate governance in China and come up with suggestions at last.This thesis can be divided into three parts.The first part illustrates the necessity and limitation of the jurisdiction intervention corporate governance. The feasibility of the jurisdiction intervention corporate governance can be proved through illustrating its necessity. Although the jurisdiction intervention corporate governance is necessary, it is only part of the mechanism of the corporate exterior governance. The jurisdiction intervention corporate governance is refined by this mechanism and therefore there is some limitation in controlling function of the corporate governance. At the same time, the judicial authority belongs to the national au;thority. Therefore, the judicial authority should maintain in the suitable limitation when it intervenes the corporate governance in order to prevent excessive intervention.The second part mainly illustrates the lawsuit mechanism and problems of the jurisdiction intervene to corporate governance. In the lawsuit mechanism, it discusses the direct lawsuit to shareholder, derived lawsuit to the shareholder, personality denial sues to the company legal person, and elaborates the problems of the lawsuit mechanism.In the third part, it proposes some specific suggestions in consummating the jurisdiction intervention to corporate governance in accordance with the realistic situations of our country and the legislation situations.Based on the analysis and the proof, the thesis draws the conclusion: the jurisdiction intervention corporate governance is necessary, the moderate intervention of the jurisdiction intervention corporate governance promotes the improvement of the corporate governance and it is also the exterior protective mechanism of the company autonomous.