On The Procedural Guarantee Of The Litigation Of Revoking Corporate Resolution

With the deepening research on the independent value of the civil procedure,the problem of procedural guarantee has been paid more and more attention.Although scholars have a lot of research on procedural guarantee in various specific fields of civil procedure,the research on procedural guarantee in the cross field of procedural law and substantive law in the case of the litigation of revoking corporate resolution is still lacking.Because the regulations of the company law of our country are not perfect,it still exist many areas can be studied in the procedural guarantee of the litigation of revoking corporate resolution.At the same time,the legal interpretation of the company law(four)issued by the Supreme People's court in 2017 has further explained the problems related to the litigation of revoking corporate resolution,which makes the study of litigation of revoking corporate resolution more timeliness.The procedural guarantee of litigation of revoking corporate resolution are discussed in this paper with introducing by a case and properly combining the latest judicial interpretation adopted in 2017.This paper has more than 37000 words.Apart from the introduction and conclusion,it is divided into three parts.The first part is an overview of the procedural guarantee of the litigation of revoking corporate resolution.Procedural guarantee has the meaning of ensuring the principal position of the parties involved in the proceedings,guaranteeing the legitimacy of the litigation and trial,and the equal distribution and protection of the parties' actions in the civil litigation,which embodies the value of ensuring the realization of civil rights,demonstrating procedural justice and maintaining social order.The litigation of revoking corporate resolution is required to provide the right remedy for the small and medium shareholders,and to maintain the rights and interests of the company equally,so the procedural guarantee of litigation of revoking corporate resolution has four value pursuits: fully guaranteeing the main position of the shareholders to participate in the litigation procedure,preventing shareholders from misusing the right to sue,balancing the relationship between the shareholders and the company and guaranteeing the procedural rights of both parties to provide a justifiable source for the judgement.The second part is about problems existing in the procedural guarantee of the litigation of revoking corporate resolution.It is manifested in four aspects: the main position of shareholders' participation in litigation proceedings is not fully protected,the risk of shareholders' abuse of litigation rights is not controlled,the maintenance mechanism of the equal status of the parties is out of order,and the regulation mechanism of the interests balance of the parties is not perfect.These problems indicate that the procedural guarantee of the litigation of revoking corporate resolution needs to be perfected.The third part is about the recommendations of the procedural guarantee mechanism of the litigation of revoking corporate resolution.Because the problems mainly focus on the prosecution reasons,shareholder plaintiff qualification,guarantee system and discretion dismission system,this part puts forward some suggestions: increasing fallback provision for the prosecution reasons,distinguishing the specific situation of obtaining the identity of the shareholders to give the plaintiff qualification,distinguishing the type of company to limit the minimum holder's share of the plaintiff,abolishing the guarantee system and introducing behavior preservation,improving the applicable conditions of the discretion dismission system and protecting the shareholders' rights and interests who was disapproved the claim.