Research On Corporate Non-litigation Procedure

A distinct character of the new Company Law, effective from 1st January 2006, is it changed the predicament where parties of many corporate disputes find themselves no rescue due to the lack of stipulation in law, which therefore made more issues litigable, the Company Law more practical, corporate litigation more practicable, and more litigation options and which therefore challenged the old corporate litigation system, and created new category of corporate litigation. In the meantime, however, due to the dominant tradition of"the substantial law takes priority over the procedural law"in legislation in China, the rights endowed by the substantial law .do not come along with the corresponding procedure. The specific status and nature of a dispute decides the specific litigation procedure that applies. Furthermore, the value and purpose of different litigation procedures are different. The new Company Law of China did not take this into account, and it is a pity that the focus was on the correction of retrial and enforcement procedure, instead of non-litigation procedure. The legislative experience of other countries or areas can be of reference for designing our own corporate non-litigation procedure.Part one briefly explains the non-litigation cases in corporate disputes and the necessity of corporate non-litigation procedure. Starting with the specific characters of corporate disputes, it analyses the incompatibility between the current litigation system and certain corporate dispute resolution. Part two introduces briefly the corporate non-litigation procedures of other countries or areas.Part three considers the feasibility of designing our own corporate non-litigation procedure, mainly from the perspective of the actual needs of current judicial practice and the compatibility issue of non-litigation procedure and our current civil trial procedure.Part four focuses on how to formulate the corporate non-litigation system in our country, from the perspective of jurisdiction of corporate non-litigation, parties, principles of evidence, methods of decision making, composition of bench and trial level, etc. It also discusses the overlap of litigation and non-litigation procedures in a corporate non-litigation case.