Research On Legal Remedies For The Deadlock Of Limited Liability Companies

Company deadlock is due to the company's human nature was destroyed,resulting in long-term shareholders or Chairman of the board can not reach an effective resolution.The company's normal business activities have been seriously hampered,the company management agencies into a state of paralysis.Company deadlock is a modern company practice often occurs in a management dilemma,but also corporate governance process more difficult problems.Limited liability company because of its closed features,so the performance is particularly prominent.Once the company's management stalemate,it will shake the relationship of trust-based shareholder relations,shareholders,the board can not be held,or even if it can not pass an effective resolution.The company management and management in trouble,it will be the company's human,material and financial resources caused endless losses.At the same time,the company as the main body of the market economy,its internal operating mechanism,will have an external chain reaction,but also spread to the interests of creditors.How to break the company deadlock? This is a real and urgent problem.Because the autonomy of the company has some limitations,it can not be fully committed to the company autonomy.I believe that China's current judicial intervention through the way to crack the company deadlock for legal relief has a certain necessity and rationality.Article 183 of the "Company Law"(the existing "Company Law" adjusted to 182)of the Company Law in 2005 provided for the judicial dissolution system and provided a statutory basis for relief through judicial intervention after the company was stalled,but at the same time Admit that the law is more general and vague,making the law applicable to the existence of controversy.(Hereinafter referred to as the "Company Law Interpretation(II)")on the application of the Law of the People's Republic of China on the Application of the Law of the People's Republic of China(hereinafter referred to as the "Company Law Interpretation(II)")There are shortcomings.Moreover,the "Company Law" currently only provides a judicial relief of this kind of legal remedies.And the dissolution of the judicial characteristics of the end,once dissolved,the company attributed to eliminate,should be used with caution.Therefore,it is necessary to strengthen the pre-prevention of the company's deadlock,improve the judicial dissolution system,expand the company's deadlock relief,the maximum extent to prevent and crack the company deadlock,protect the company shareholders,creditors and related interests of the interests of the company to achieve the purpose The The main body of this article is divided into three parts:The first part will be through the introduction of three controversial focus but the verdict of different results of the company deadlock judicial case of the typical case,the differences in the case that the courts at all levels of the company's management is stalled,whether the company should be judicial dissolution of the law Opinion is summarized.And thus summed up the focus of this article-the company has a serious business management difficulties,continue to be the interests of shareholders will be a major loss,through other means can not solve the understanding and recognition.The second part,the first part of the summary of the three controversial focus,respectively,the legal analysis.Elaborate the current doctrine of differences,express the author's own point of view,and legal assessment.The third part is the conclusion and inspiration of the case,the content is divided into two aspects.In the first instance,the remedial measures for the current corporate deadlock in China have been reviewed from the legislative level.Pointing out that China's current legislation on the issue of judicial dissolution of the company is not clear.In addition,the relief approach is single,can not better solve the problem of company deadlock.Finally,the articles of association do not give full play to the role of prevention and relief.On the basis of the actual situation of our country,on the basis of absorbing the experience of advanced legislation,this paper puts forward some suggestions to improve the legal remedies of deadlocked limited liability companies.