An Empirical Research On The Revocation Of The Company's Resolution

Article 22 Paragraph 2 of the current Company Law of China stipulates that a company shall cancel its resolution.When the procedural flaws in the resolution of the company violate laws,administrative regulations and articles of association,or the contents of the resolution violate the articles of association,The shareholders'right to withdraw the lawsuit filed by the company may lift the lawsuit against the company within 60 days from the date of making the resolution.However,due to the relatively simple and rough legislation,many problems have arisen in the judicial practice,such as the qualification of the plaintiff,the disagreement between the resolution of the resolution and the revocation of the resolution,the time limit for exercising the resolution,and the discretionary dismissal System and defect cure.December 5,2016 The Supreme People's Court passed "Provisions of the Supreme People's Court on Several Issues Concerning the Application of the Company Law of the People's Republic of China(D)" and came into force on September 1,2017,which details the resolution of the Company The relevant provisions of the law make up for the lack of legislation,but in the meantime it has also led to extensive discussions by scholars.Therefore,the company still has the urgent need to discuss the related issues of the lawsuit of withdrawing a resolution,which is supported by the empirical research of judicial practice.The author,through the statistical analysis of 271 companies across the country selected by PKU,decided to dismiss the dispute cases in 2017 and found out the existing problems of the company's decision to withdraw the lawsuit from the point of judicial practice by combining with typical cases,exploring ways to solve it and striving to perfect our country The company decided to cancel the litigation system.The second part of this article is mainly aimed at resolving controversial issues in the resolution of the company and its resolution.After the implementation of the judicial interpretation of the Company Law of the People's Republic of China,the plaintiffs that require the Company to revoke the resolution may,in addition to the shareholders,be directors and supervisors.However,none of the cases investigated by the Company so far have taken place in the capacity of director and supervisor has been canceled Disputes,the company decided to cancel the prosecution of the plaintiff whether the subject should be expanded,there are still controversial issues to be explored.In addition,the author after consulting a large number of cases and found that the company decided to cancel the dispute cases also include the company decided to cancel the litigation of the plaintiff the main qualifications,the company decided to set aside the grounds for revocation and the company decided to cancel the exercise of the issue of litigation and other issues,so I choose to adopt Specific cases of the method to guide the case to specific issues,combined with the relevant literature for analysis.The third part mainly discusses the improvement of the company's resolution revocation system,which is mainly through the discretionary dismissal system and the cure of defects.In order to protect the lawful rights of shareholders,the company law gives the shareholders the company the right to rescind the resolution,but from the perspective of the balance of rights and restraint,in order to prevent"professional litigation" and abuse of litigation,the judicial interpretation of Article IV Discretional dismissal system,in judicial practice,the application of discretionary dismissal also opened another way the company decided to withdraw the perfect system.In the case statistics,the cure for defective flaws is also an important remedy for defective flaws.When the company overrules the old one with a new one to remedy the flaw,the plaintiff still sues the court for cancellation on the ground that the old one has flaws,Under such circumstances,should the company recognize the effectiveness of cure defects?The author through the case comparison and analysis of the argument,intended to explore in addition to litigation revoked,resolution of the company's flaws to be remedied and improved ways.