A Study On The Legal Path Of Company Deadlock In China

Since the advent of the company law in 2005,the concept of corporate deadlock has been increasingly seen in the public view.with the constant improvement of our company system,Companies become competitive and successful.At the same time,the problem of company deadlock with the growing company also began to appear frequently.The lags in legal development and the natural passive nature of our laws have resulted in a single and severe solution to the current corporate deadlock problem.At present,courts usually face such cases in accordance with the provisions of the"Company Law" and its judicial interpretation regarding dissolution of companies.deal with.In response to the stalemate,some scholars and practitioners also actively sought measures to resolve the problem.They proposed to solve such problems through equity transfer and stock repurchase rights,but they are not practical in practice.In the face of the various hazards caused by the stalemate of the shareholders and the current legislative defects in China,the author believes that the search for other legal paths to solve this problem is more important.By analyzing the status quo of the legislation and judicature in dealing with the stalemate problem in China,and referring to the legislative experience of the company law in the United States and Germany,this paper is divided into four parts to study the legal path to resolve the corporate deadlock in China.The first part summarizes the connotation of the corporate deadlock and related basic theories of judicial intervention.The connotation includes the concept definition,causes and harms.There are four kinds of legal basis for the public power to intervene in the corporate stalemate.They are the expectation that the interests fall short,the company contract theory,Lutheran obligation theory and social responsibility theory.Through a deep understanding of the corporate deadlock legal issues,lay a solid theoretical foundation for the rest of the article.The second part first introduced the status quo of the legislation of the corporate deadlock,analyzed the limitations of the current legislation from the judicial dissolution system of China,paid transfer of shares and the right to buy shares,and then introduced two typical cases,and presented the stalemate in the form of cases.The judicial status quo of the issue and the court's judgment also reflect the typical handling methods and limitations of China's judicial practice in the face of stalemate.The third part compares the rules and the disposal mechanism of stalemate problems in the legislation of the United States and Germany,and draws lessons from the analysis to obtain enlightenment,in order to improve our country's legal path to solve this problem.The fourth part is the key content of this paper,and puts forward suggestions to improve the mechanism for solving the corporate deadlock in our country.These are the three measures of prescribing the company's articles of association,the application of the delisting system for shareholders,and the use of temporary status dispositions.