Research On Flaws Of Board Resolution Of Procedures And Remedies

This paper collected 100 cases as a sample case group,and analyzed the overall data.In particular,the in-depth analysis of the factors and types of judgments revealed problems in the judicial trial practice and analyzed.Combining with typical cases,we find the actual problems of the resolutions of the resolutions of the board of directors,analyze and demonstrate through the combination of theoretical viewpoints and practical cases,summarize and reflect on these problems and propose solutions,and expect to provide operational judgment standards and practice for court judges and parties.The text includes four chapters.The first chapter uses the common classification rules to divide the resolutions of the board into procedures and contents,and determines that the research object is the program.Summarize the type of judgment and the cause of the court in the case,and find controversial issues in the practice case.What is the cause of the embarrassing decision of the board of directors in the case of practice?How to classify other anecdotes? Should we establish a suspension enforcement system? How to prevent shareholders from litigation? The second chapter identifies the specific situation of the procedure and establishes the division mode of other board resolution procedures.In the specific identification of the cause,the company's autonomy and efficiency characteristics are affirmed.For example,in the practice,the charter without the approval of the law can be used as the basis for the resolution,and the shareholders can arbitrarily agree on the voting method.For otherboard procedures,such as the falsification of the signature,if the director's participation does not affect the voting result,then the forgery of the signature belongs to the procedure,the resolution can be revoked;if the resolution disposes of the director's entity rights,without the director The resolution of the ratification is an invalid category.The third chapter analyzes the consequences of the board's resolution procedure.Regarding the suspension of the implementation of the resolution,the author believes that it should be adjusted according to the rules of the Civil Procedure Law,and there is no need to establish a suspension system.For the subject that initiates the conduct of the act,certain conditions should be set to prevent the abuse of power,if there is sufficient evidence to make the court convinced,or provide a guarantee.The fourth chapter analyzes the limitation of the board of directors' resolution procedure and litigation.Because the claim of the shareholders of China is too low,the author believes that the resolution and litigation should set a certain threshold,such as the minimum shareholding limit and the time limit of holding shares,but There is no restriction on the eligibility of the equity shareholders.As for the improvement of the litigation guarantee system,the author believes that if the defendant company has sufficient evidence to prove that the court is convinced that the shareholders are suing at this time,the court can directly dismiss the plaintiff to sue.For the company's burden of proof,the author believes that the company's requirements are somewhat high,but the company should be required to provide some evidence that can basically prove the malicious nature of the plaintiff.The conclusion part summarizes the key issues in this paper and draws the final conclusion.