Comment On The Case Of Effectiveness Of Company Resolution Between ZhongZhengWanRong V. ShiJiShengKang

The Supreme People's Court promulgated the Regulations on Certain Issues of the Company Law of the People's Republic of China(4)on August 28,2017(hereinafter referred to as Company Law Interpretation(4)),which resolved the current Company Law Many of the problems in practical operations include the addition of resolutions that do not establish litigation and minor abuse of procedures.The retrial case of the Supreme People's Court Beijing Zhongzheng Wanrong Pharmaceutical Investment Group Co.Ltd.and Cao Fengjun's resolution dispute case is a typical case of corporate resolution dispute involving the company resolution system.The focus of the case is whether the 320 resolution should be revoked.The case mainly reflects in the following two aspects:first,did Jin Enshu,Cai Mengjie and Cao Fengjun have the qualifications of the directors of Century Shengkang when they were attending the 320 meeting? Second,did 320 Resolutions violate the provisions of the company's articles of associa tion? Multidimensional Analysis Based on Jurisprudence,Articles and Bill,Jin Enshu,Cai Mengjie and Cao Fengjun didn't have the qualifications of the directors of Century Shengkang when they were attending the 320 meeting,And 320 Resolutions did violate the provisions of the company's articles of association.The first question relates to the relationship between the directors and the company,and also relates to the effectiveness of the director's resignation,which affects the affirmation of defected pr ocedures in 320 resolution.The second question relates to the scope and boundary of the company's articles of association.That is,whether the restrictive provisions on the rights and obligations of shareholders of Shiji Shengkang Company are constitutio nal in the Capital Increase Agreement,which also affects the affirmation of defected content of the 320 resolution.This thesis takes the two major resolution violations and content violations as the breakthrough point,and then clarifies the system and b oundary of the resolution system,in order to re-examine the case of the Supreme People's Court for explanation and improvement.Specifically,the two major controversial points of the retrial case are used as the axis,which further leads to the overall i nterpretation and improvement of the resolution system.This includes the effectiveness analysis of the resolution procedure and the effectiveness analysis of the content of the resolution.The former includes the classification of the effectiveness of the resolution procedure and the theoretical evolution,the boundary of the effectiveness of the resolution procedure and the functional distinction,the normative interpretation of the system of the void resolution.The latter includes the classification of the effectiveness of the defected content of resolution,the boundary and functional distinction of the defected content of resolution,the clarity and expansion of the illegal and violation,and the impact of the 320 defected resolution procedure in this case on affirmation of the content of the resolution.