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Judicial Intervention Into Corporate Governance On The Perspective Of Non-litigation Procedure

Posted on:2014-07-02Degree:MasterType:Thesis
Country:ChinaCandidate:X Y SongFull Text:PDF
GTID:2266330425492827Subject:Civil and Commercial Law
Abstract/Summary:PDF Full Text Request
The problem of corporate governance is the core issue in the research ofModern Corporation system,as a research field which contain by law,economics and Management,the Connotationof corporate governance is multifarious.in the vision of law,the aim of corporate governance is ensure the fulfillmentof owner’s benefit,by distributethe company’s power and Set the respective rights,obligation and duty form A balanced state.Corporate governance should aim to ensure the maximization of shareholders’interests.As a shareholder of the company’s actual owners of their capital constitutes the company’s capital.Safeguard the interests of shareholders is the basis of company.The nature of corporate governance is endow the ability of self-control and Resolve conflicts,which is respect for company’s autonomy.Corporate autonomy is embody of Private autonomy in company’s law.the right owner can freely dispose their’s personal business,and the law should not Intervention.Whenthe governance mechanisms appear some serious problems,the organization and management be in a disordered state,it is so called deadlockin this situation,the policy of management can not be made,the produce of firm can not carry out.it is not only Endanger company and shareholders’profit but also affect the stability of social order.At this point intervention by outside forces is indeed necessary Justice should become the most important involved in corporate governance as external forces.because of the nature of power that unlimited expansion when it is uncontrolled.Judicial power should be keep a cautious attitude when it intervenced, there are two basic modes of intervention corporate governance for Judicial, litigation and non-litigation.Non-litigation procedure isdifferent fromtheordinary procedure system,which has great institutional advantages for the specific case’s solution.but,China’s current single type of company non-litigation procedure Legislation,can not meet the actual needs of company, Cause high cost of the parties defend for rights,judicial protection Ineffective and waste of judicial resources.It is with this understanding and judgment,This article to analyze the fundamental problem of the company the non-lawsuit procedure and research. Hoping be able to improve the non-litigation procedure and put forward some reasonable suggestions.This paper is divided into five parts in the structure.The first part,demonstrates the theoretical basis of judicial intervention in corporate governance.Describes the meaning of corporate governance and Internal regulatory mechanisms of corporate governance.On this basis, through the demonstration of state power and relationship between corporate autonomy concluded as a national judicial powers of public authority intervention necessity of corporate governance. But due to internal autonomous is the company system’s basis,how to keep the rationality of the judicial power to intervene is the key.The second part,overviewthe legal basisof the non-lawsuit procedure applies to forthcorporate govemance.Including the company’s general theory of non-litigation procedure.According to our country present civil procedure law, and no provisions of non-lawsuit procedure,Corresponding to the ordinary procedure is a special procedure, This clear distinction between with other civil law countries.According to the traditional theory in civil procedure law,the court apply lawsuit for ordinary case,applying non-lawsuit procedure to the Non-litigation cases.The third part,in the perspective of shareholders’right protection.from shareholders’right to information to dissenting shareholder repurchase request,discusses the corporate governance of the non-lawsuit procedure system building.The fourth part,In the perspective of the company’s internal operation restore order,From the shareholders’meeting convened by the judicial,director of judicial selection to forced liquidation of the company,Three aspects discusses the corporate governance of the non-lawsuit procedure system building.The fifth part, introduced the only non-litigation cases established by thecompany law,specific content includes Company compulsory liquidation system establish in our country and China’s current Company Law’s specific requirements of compulsory liquidation of the company and put forward some proposals.
Keywords/Search Tags:cooperate governance, non-litigation, non-litigation case
PDF Full Text Request
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