Study On The Effectiveness Of Shareholders’ Meeting Resolutions With Forged Shareholder Signatures

In judicial practice,there are many cases of disputes over the validity of resolutions made by forging the signatures of shareholders to transfer the shareholdings of the forged shareholders,increase the registered capital of the company,amend the articles of association of the company,appoint or remove major personnel of the company,and other matters that must be voted on at the shareholders’ meeting.In most cases,the resolution of shareholders’ meeting with forged shareholder’s signatures has a falsified resolution or a defective resolution procedure or content.In this case,if only one of the above defects is considered,the validity of the resolution of the shareholders’ meeting with forged shareholder’s signature cannot be determined.Therefore,this article combines the rules of defective meaning,the system of inadmissibility,the rules of procedural defects,and the rules of content defects,and determines the validity of the resolution of the shareholders’ meeting with forged shareholder’s signature according to the matter of the resolution with forged shareholder’s signature and the severity of the forged shareholder’s signature.When the matter of the shareholders’ meeting resolution with forged shareholder’s signature is to dispose of personal interests,the content of that part of the resolution shall be invalid,but the validity of the other contents of the resolution shall not be affected;when the matter of the resolution is to dispose of corporate interests,the validity of the resolution shall be discussed in each case.If there is a defect in the convening procedure of the shareholders’ meeting resolution with forged shareholder’s signature,the shareholders’ meeting resolution is revocable within 60 days from the date of the shareholders’ meeting resolution;the shareholders’ meeting resolution with forged shareholder’s signature is not valid if there is a forged resolution and the shareholders’ meeting resolution with forged shareholder’s signature is only defective in meaning and the forged shareholder’s signature reaches a serious degree;the shareholders’ meeting resolution with forged shareholder’s signature with defective content is The resolution of shareholders’ meeting with forged shareholder’s signature is invalid;the resolution of shareholders’ meeting with forged shareholder’s signature is valid if the resolution only has defects in meaning and the degree of forged shareholder’s signature is slight.