Research On The Non-litigation Mechanism Of Judicial Intervention In Corporate Governance

Along with the development of modern companies,all enterprises and business operations are separated from each other.How to make the management with independent interests maximize the interests of shareholders,and the fundamental purpose of corporate governance has become the first problem.The interest game between the company’s participants has led to the failure of internal corporate governance and the emergence of corporate deadlock,which provides the necessary preconditions for external forces to intervene in the internal governance of the company.The judicial intervention mechanism is regarded as protecting the rights of shareholders,companies,creditors and their stakeholders,and the ultimate guarantee for solving internal corporate governance disputes.It should be the most important and key external force involved in the internal governance of the company.Judicial can be involved in corporate governance in a litigation manner and in a non-litigation manner.The litigation mechanism is more advantageous for the inherently controversial internal corporate governance disputes;the non-litigation mechanism can achieve its more important functions in response to certain corporate rights disputes or weaker corporate governance disputes.This article will focus on the non-litigation mechanism of judicial intervention in corporate governance,which is divided into four parts.In the first part,this paper firstly introduces the connotation and value of corporate governance.Based on the limitations of corporate governance,the judiciary has become the most effective force to intervene in corporate governance.This article briefly discusses the ways and limits of judicial intervention in corporate governance.Analysis,with a view to finding a balance between corporate autonomy and judicial involvement in corporate governance.Only when corporate autonomy is abused and corporate governance is in a state of failure,the judicial power has reason to intervene in corporate governance based on statutory judgments and moderately intervene in corporate autonomy.In this way,the judicial power is prevented from interfering with the company’s independent business choices,and the judicial system is fully utilized to participate in the corporate function of corporate governance.The second part analyzes the connotation and special nature of the non-litigation procedure by analyzing the basic value orientation of civil trial thinking and commercial judgment thinking,as well as the different value orientations of judicial dispute mechanism and judicial non-litigation mechanism.Based on the phenomenon of judicial intervention in the existence of corporate governance in China’s judicial practice,this paper analyzes the causes of such phenomena.From the current improper methods of judicial intervention in corporate governance,the procedural misplacement,etc.,the introduction of non-litigation procedures in China.Solve the rational reasons for special company disputes.The third part is based on the commercial disputes that can be solved by the non-litigation procedure in China.The author analyzes the disputes of shareholders’right to know,the disputes of the shareholders’ meeting,the judicial dismissal of directors,the dissolution of the company and the liquidation disputes.Based on the treatment of these four types of company disputes,we will examine the relevant systems of extraterritorial legislation,fully absorb and draw on useful experience,and solve the Chinese problem with a global perspective.The fourth part briefly analyzes the basic principles and applicable conditions that should be observed in China’s non-litigation proceedings,and proposes the improvement of China’s non-litigation procedure from the aspects of non-litigation case jurisdiction,parties,trials and non-litigation construction judgments.Conception.China should add the general principle of non-litigation procedures in the Civil Procedure Law to distinguish between civil non-litigation cases and commercial non-litigation cases.The non-litigation mechanism should be applied to which company dispute cases are clarified by the Company Law.The procedural law and the substantive law simultaneouslv clarify the non-litiization mechainism and promote the construction and improvement of the judicial non-litigation mechanism of corporate governance in China.