Research On The Effect Of Defective Resolution Of Shareholders’ Meeting

The resolution of the shareholders’ meeting is the company’s decision-making formed through the shareholders’ meeting.It is the basis of the company’s organization and management activities and the implementation of relevant legal acts.The effectiveness of the resolution is of great significance to the company.For a long time,the issue of shareholders’ resolution has been controversial in the theoretical and practical circles.As an important part of the corporate governance system,the determination of the validity of the defective resolution of the shareholders’ meeting plays an important role in maintaining the balance between the interests of the company and shareholders,and maintaining the stability and order of commercial transactions.The validity of defective resolution still needs to be further improved.In the current legal system of our country,the nature of the act of resolution should belong to a special civil legal act from the legal point of view.However,there are many different views on the nature of the act of resolution in theory,among which the most important two are the theory of legal act and the theory of intention formation.This paper holds that the resolution behavior should belong to the legal behavior,and the treatment of the defective resolution should be combined with the group law and the theory of legal behavior.Because of the characteristics of the commercial behavior of the resolution behavior of the shareholders’ meeting,the application of the theory of intention expression in the legal behavior should be different from the general legal behavior.Judicial practice shows that there are still some problems in the determination of the defective resolution of the shareholders’ meeting,such as the unclear judgment boundary of the invalid resolution and the revocable resolution;the application of the law in the determination of the invalid resolution and the application of the discretionary rejection system.This paper will be divided into the following parts to discuss these problems: the first part,by introducing cases,explains that there are similar cases of different judgments in the judicial judgment on the defective resolution,and puts forward the shortcomings in the system of determining the effect of the defective resolution;then the second part discusses the establishment,nature and effect of the resolution,so as to provide a solution to the problem In the third part,this paper introduces the types of existing resolution defects,and analyzes the identification of the effectiveness of defective resolutions in judicial practice.Finally,it puts forward its own thinking and suggestions on the improvement of the effectiveness identification system of defective resolutions.