To Explore The Company Deadlock's Problem And The Solution

Company Deadlock is one of the problems faced by the closed company, it produced and sustained the company, shareholders, as well as the overall interests of society will pose a potential or actual damage. In this paper, Company Deadlock and settlement mechanism as the research object, combined with Common Law and Civil Law countries the main judicial practice, study, put forward a suitable response to China's actual situation in the comprehensive solution of Company Deadlock. This article raised questions follow, research questions, problem-solving in this concise study of the common ideas and methods, the issues of Company Deadlock to explore more in-depth.This article is derived from the introduction of questions, the introduction of the famous "Danone Wahaha case", the first part of Company Deadlock made some of the basic principles first, namely the company's legal meaning of Company Deadlock, the nature of its relationship with related concepts such as boundaries for analysis and classification, and finally an analysis of its causes and to point out its dangers, and finally a summary.In this paper, the second part of the introduction of the Western developed countries, the main form deal with Company Deadlock and experience for reference.Two Legal focused on the country deal with Company Deadlock 's experience.Common Law countries to the United States, the United Kingdom for the typical, while the Civil Law countries to Germany, Japan, represented by analysis of the problem of judicial intervention in the attitude of Company Deadlock , shareholders ask the court to dissolve the company's deal, the impasse alternative relief, the plaintiff qualified limited to, judicial relief against parties litigation status, the onus of proof requirements, summed up our country can learn from experience.This article focuses on the third part of our country at the treatment on Company Deadlock of the indigenous status of the dispute. First of all, from prevention approach of Company Deadlock, pointing out that as an important means to advance the prevention of Articles of Association of our country at the current existence of a series of questions. And from the entities of legislative, procedural point of view of the system.Entities, mostly in new legislation the "Company Law" the provisions of Article 183 as the breakthrough point, the program focused on institutional arrangements in order to "Explain the Companies Act (b)" requirement for analysis, pointing out that China's current legal system, the disputes of Company Deadlock relief on gaps and deficiencies in the . And a brief analysis of the current judicial practice in Company Deadlock in a dispute the status quo, and finally summarized.The fourth part of this paper to engage in before and after the prevention of two of our country to improve the relief system Company Deadlock suggestions, set out in advance the means of prevention, including the company's charter personalized design and use of non-judicial mediation to break Company Deadlock and focuses on how to design Personalized company articles of association to prevent deadlock, one of the company made a reasonable set of governance institutions to provide for the rights of specific checks and balances system of the right to vote, the scientific design, reasonable relative to buy shares, expressly agreed to dissolve the subject, agreed upon the arbitration when Company Deadlock occurring. and so on. Focusing on prevention expost facto legislation entities to build the arrangement with the judicial proceedings on the point of view. Entities to follow the system of legislation to build the design, legal analysis, system analysis of the value of the ideas, the way of relief from the judicial and non-judicial relief to start both ways.Judicial relief including the establishment of judicial mediation system, the introduction of a mandatory share buy system, established compulsory separation system, the introduction of the appointment of temporary directors, the introduction of interim receiver, set up a mandatory presumption against the use of the terms of the system, with reference to the application of the company to rectify the system, improve the judicial dissolution system. The form of non-judicial relief to permit civil Chamber of Commerce to intervene Company Deadlock and arbitration of disputes, and pointed out that the court cases in the actual treatment of the crack line of thought. Entities introduced legislation to build some of the more innovative ideas to solve, such as a mandatory presumption of use, intervention by the civil chamber of commerce and other Company Deadlock.The judicial process is mainly to add the current legislative gaps, mainly on the establishment of procedures applicable to the adjudication of cases to determine the litigants to limit the prosecution of the conditions specified in the allocation of the burden of proof, the judicial procedure for the dissolution of the company and the coordination of insolvency proceedings, the judicial dissolution of the company can has been revoked, such as a supplementary question.Finally this paper concludes that the author made a point of Company Deadlock and consider Know.