Study On The Validity Of Chinese Company’s Ultra Vires External Guarantees

The company’s external security force has been the controversial legal issues. China’s "company law" by 2005, admitted in the competence of guaranty, the subjects of the company’s decision to guaranty and also made more clear rules and procedures, and reflects the autonomy in guarantee. While the new "company law" only has general terms and how to define the ambiguous validity of unauthorized external security,the relevant provisions is still vague and which leads to different courts’ understanding to the relevant case in the judicial practice. This practice disputes are not conducive to unification of legal implementationThe article starts with cases about the building materials company import and export agency guarantees case combining with the research achievements of judicial adjudication of the Supreme People’s Court, studies validity of external guarantee systematically, and digs deep insight into the connotation of focus which leads to the company’s excessive external guarantees the issue, analysis of our country’s theoretical research and judicial practice experience, the company further to explore the effectiveness of the ultra vires external guarantees. The article emphasizes on analyzing on Article 16 of the "company law" and "contract law" Article 50 angle and summarized the effectiveness cognizance, and then analyzes conditions of validity of external guarantee contracts under different circumstances. This hope from on the basis of the study, combined with cases and legislative research status at home and abroad, it is concluded that the author draws the related knowledge and understanding on the effectiveness of the unauthorized guaranty company issues. The article structure is divided into three levels, namely, proposed the question, analysis question, solve problems, to clarify the company’s external security issues of validity. This paper is divided into six parts:The first part is introduction. In this part,the author points out: company‘s unauthorized external guarantee is an intractable problem that theory and practice faces in our country, the author also introduces the judicial practice and theory at home and abroad scholars research results about the company’s excessive guaranty validity and the mainstream view.The second part focuses on building materials company import and export agency contract case, reveals the attitude to the company’s external guarantee of our cou ntry’s judicial practice, summed up the case and the focus of controversy about the company’s external security force, lead to this article to the theme of the research and discussion.The third part mainly aims at the problem of generalization by controversy raises theme, this paper overview on company’s unauthorized guaranty system in China. This part is mainly to the company introduces the specific content of guaranty over-rides behavior, for later on.The fourth part, the author expounds the present sit uation of the study on effectiveness of unauthorized external guaranty company in C hina. The focus is on to the current situation of the company’s excessive external guarantees effective legislation of our country and elaborates the theoretical academic disputes.The fifth part is mainly the company’s external security force analysis of the status quo in our country. With a focus on the validity of the company’s external guarantee in our country’s judicial practice condition and elaborates the theoretical a cademic controversy.The sixth part is the center of the whole article. The author focuses on from Article 16 of the "company law", "contract law" Article 50 point of view, the effectiveness of China’s ultra vires external guaranty identified were summarized, so more can gain objective analysis conclusions...