Research On Judicial Intervention In Defective Corporate Resolutions

According to the Corporations Law of China,the judicial intervention of resolution is based on the precondition that there are flaws in the procedures of corporate resolution(including convening and the resolution methods)and in the content of the resolution.The company,as an autonomous body,the management of whose business affairs is mostly done by the company authorities,needs to use the judicial intervention to relief when the resolution of the company authorities has defects.In cases of internal corporate governance disputes and appeals to the court for judicial intervention,the conflict between the state intervention rights and the company autonomy may arise and it imposes the question that how to bring a balance between the two.This article sums up the cases in judicial practice and concludes that when the judicial authorities face different defective corporate resolutions,judicial authorities how choose to intervene the corporateresolutions actively or respect corporate autonomy,and how to balance the state intervention rights and corporate autonomy.The body of this article consists of four chapters.Chapters 1 and 2discuss the nature and characteristics of corporate resolutions and several types of corporate resolutions under the “Trichotomy” legislative model.The third chapter discusses the reasons for judicial intervention in company resolutions and the difficulty in balancing judicial intervention and corporate autonomy.The fourth chapter analyzes the standard of judicial intervention in the face of different defective corporate resolutions.