Legal Effect To Signature Forgery Of Shareholders Meeting

As the development and modification of market economy,corporation becomes the most active market economic subject. There is an increasing trend of lawsuits between corporations, and of which the board of shareholders forges the signature of shareholders is particularly outstanding. The board of shareholders is policy-making organ of main corporation issues. The board of shareholders' resolution can be constraint inside of corporation and also plays an important part in external business. There are many lawsuits of forging the signature of shareholders and counterfeiting board of shareholders resolution to transfer stock rights, increase or decrease corporation registered capital, amend articles of incorporation, depose duty.These blemish resolutions generated by forging the signature of shareholders will surely infringe the interests of shareholders,corporation and the third party, and even the safety of the whole social commercial affairs. The existing “Corporation Law” prescribes that any resolutions if rebel against laws and regulations are invalid and revocable. Nevertheless the stipulation is so simple and blurry that the same lawsuits of forging the signature of shareholders may be sentenced widely divergently or sentenced by different terms.This cannot meet the need of juridical practice, and should be further improved. Referring to the dozens of lawsuits in juridical practice, the paper focuses on the mismatching of the existing legal system and legal requirements of juridical practice depending on the research of board of shareholders resolution legal basis,and presents feasible suggestion and perfection of measure to China relevant system taking example by relevant legislation at home and abroad.The paper is comprised of five parts:The first part, showing the details, result of judgment, a classic lawsuit, and testimony of judgment,analyzes the case, triggers think, raises questions, and leads to the theme of the paper, i.e. how to affirm the force of law of the resolution of the forging signature of the board of shareholders.The second part introduces the theoretical basis of the resolution of the board of shareholders, and briefly describes the connotation, character, and formation of board of shareholders resolution, and its legal convene, voting procedure, and defect in potency classification pattern. This will be the theory bedding of resolution efficacy of forging signature.he third part, referring to the hundreds o f lawsuits of the resolution of forging shareholders' signature,analyzing and comparing the different consequences of result of judgment and basis of judgment like resolution invalid judgment, resolution valid judgment, resolution valid judgment, resolution abrogate judgment, resolution inconsistent and other distinguish judgment, concludes that in China judicial practice there are defects such as lack of lawsuit type, disorder of subject of litigation, and inconsistent judgment basis.The fourth part, combined with status quo of domestic practice, reconstruct forged signatures of the shareholder resolution effectiveness type, complete forged signatures of the shareholder resolution effective system, revocable system and nullity system on the basis of the original system, supplement resolution unestablished system, display the existing litigation value of different system and effectiveness of classification under different situations, make relevant improve recommendations targeted.The fifth part, on the basis of the complete litigation relief system in the fourth part, Other relevant a uxiliary system of legislative measures are put forward,clear litigation subject qualification,establish ing the system of discretion to dismiss,the lawful rights and interests safeguard the third person a nd perfect accusing the relief way,proving that judicial intervention should be reduced to the commerci al activities, to ensure the principle of autonomy in the commercial trading activist.