The Arbitration Settlement To Corporation Deadlock

Corporate deadlocks are often generated in the practice of corporation operation, especially in limited liability corporations and Chinese-Foreign contractual joint ventures. Corporate deadlocks make the normal running of the corporation in a logjam, the fate of corporation worried, the interest of the shareholders injured for the huge risk of their investment. So, finding the reason of corporation deadlocks and the settlement methods become the emergent needs of corporation law. Though the new Corporation Law has provisions about corporation deadlocks, it does not give a specific definition. And the new Corporation Law only offers one method to settle the corporation deadlocks, though it also requires using out other methods before suing for dissolving the corporation, it still does not specify the concrete measures.The judicial intervention is one of the measures to settle corporation deadlocks, but the outcome is serious. If we only depend on this method to settle corporation deadlock, there will be many by-effects. It may seriously destroy the running value of the corporation. It is not only costly to the shareholders and the directors but also causes damages to the repute of the corporation. And the large amount of time and money involved in the corporation by the shareholders and the directors will be wasted. Corporation dissolution will also cause losses of the employees, the creditors, the consumers and other interest-related persons of the corporation as well as the losses of the judicial resources and increasing cost of society. Base on this, the author puts forward the method of arbitration to settle the problems. Arbitration can maximally embody the real meaning of the parties, and has many advantages compared with lawsuit. According to this, the author holds that arbitration is one of the substitute methods to efficiently settle corporation deadlocks and is superior to lawsuit.There are six parts in the thesis.The first part is forward. The author first analyses three typical cases about corporation deadlocks, and then puts forward the discussing scope of this thesis. The scope includes limited liability corporations, involved Chinese-Foreign joint ventures, and Chinese-Foreign contractual joint ventures.In the second part, the author begins with the definition of corporation deadlocks, deduces the features, the reasons and the type of corporation deadlocks, and points out the harm of it.The third part focuses on the progress made by our country to settle corporation deadlocks, including two parts. One is the progress made in legislation, the other is the progress made in judicial practice. At last I discuss the shortage in resolving corporation deadlocks which is still in our country. The fourth part discusses the possibility of using arbitration to settle corporation deadlocks on the basis of a series of analysis to corporation deadlocks. And it also discusses the theory of arbitration, including corporation contract theory, meaning autonomy theory and judicial cautiously intervention theory.The fifth part discussed the differences between arbitration and judicial intervention, and then discusses the advantages of arbitration compared with lawsuit.The sixth part discusses the concrete measures of using arbitration to resolve the problem, including making sure the terms of putting forward the case to arbitration, emphasizing the principle of meaning autonomy of the parties, setting up various arbitral measures and improving the training of the arbitrators.