Shareholders' Meeting Resolution Defects Legal Research

Resolution of shareholders' meeting means the company's intent that is made at the shareholders'meeting by shareholders executing their voting power according to the shares that they hold and the majority principle. It is the way of materializing the function of shareholders'meeting as sovereign organ. The resolution binds on the company en bloc once it is passed. Resolution is a special civil act so that both the constitutive requirements of its defects and its legal consequences are different from those of ordinary legal acts. This assignment bases on the specialty of resolution of shareholders'meeting, explores the judicial and non-judicial remedies for its defects and provides suggestions for further improving our legislations and for the judicature intervention principle.The assignment is divided into three parts, including introduction, main text and conclusion.The introduction briefly introduces the significance of resolution of shareholders'meeting to the company and its shareholders and the basic thoughts about the structure of this assignment.The main text comprises four chapters.The first chapter introduces the meaning and characters of resolution of shareholders'meeting. Shareholders'meeting is the sovereign organ of the company, and resolution of shareholders'meeting, which in legal terms is the company's intent, is the means for shareholders'meeting to materialize its function. Resolution of shareholders'meeting is a special legal act; therefore it requires special procedures to pass. Legitimate and just procedures are indispensable and prerequisite to the formation of resolution.The second chapter deals with the types of effect of resolution and the consequences caused by the defects of resolution. Resolution can only form via particular procedures; its content must satisfy laws and articles of association. It also analysis in details factors contributing to procedural and material defects and then the effectiveness of resolution that could be caused by these defects. Then deal with the defect cause by notice, resolution method and material and the effect which result in. It...