On The Jurisdiction To Intervene On Corporate Governance

China’s2005amendments to the Companies Act, fully embodies the concept of liberal legislation, the shareholders of autonomy and corporate autonomy is more prominent in the design of the system, and strengthen the company’s autonomy in the core of the Companies Act. Corporate autonomy philosophy reflected in the system design of the Companies Act. corporate governance, the theory is based on the autonomy doctrine in civil law, the pursuit of independence within the main body of the company, stressed that the company, its shareholders through the company’s internal governance mechanisms, managers and the balance of the interests of other stakeholders, so as to promote the company to maximize shareholder value, and play the best utility for corporate governance. However, as a free and independent market players, always in the under national supervision and restraint, not only for the protection of corporate autonomy failure to take the necessary means of monitoring, but also in order to prevent the company against the other main stakeholders, especially damage to the public interest, it is likely to cause social instability. So, as a company with independent legal personality, although engaged in market behavior to free will and independent responsibility, but the company’s independence is not without any restriction of freedom, it must be subject to the supervision of the state power, which is necessary to protect the freedom. It is based on the above reasons, the company’s full autonomy and control of the National Company Law field has been a topic of concern. Relations of judicial intervention and autonomy, the legislators and the judges face the same choice of freedom and control, how cautious interpretation of the boundaries of freedom and control, and proper use of the purpose of the judicial power to protect the corporate governance is the focus of this study.