The Improvement Of Chinese Corporate Deadlock Litigation System

In the corporation realm, the limited liability corporation is with essential characteristics that are closely held corporation, collaboration of human resource, the restricted transfer of the equities of shareholders, when the confliction of rights and interests among shareholders can't be solved, and then corporate deadlock problem becomes. In recent years, with increases of corporate deadlock, the theory and litigation of corporate deadlock are becoming hotspot. But, the basic reasons of causing corporate deadlock take on complexity and hardly forecast, there are theoretic dispute and legislative principle on corporate deadlock. As a result, there are many differences on its judging criterion, judiciary remedy ways and judiciary procedure.This dissertation focuses on corporate deadlock conception, basic reason, feature and litigation. I hope the dissertation will benefit the development of corporate deadlock's theory and litigation.In the first part of the dissertation, it describes corporate deadlock's conception, feature, basic reason; it will be as reference for judging corporate deadlock in litigation.In the next part, the paper thinks that the corporation relationships include inside relationship and outside relationship. from comparative law viewpoint, this paper introduce foreign corporation law relevant stipulation, and introduce relevant corporate inside relationship theory,they are the fiduciary duty among the shareholders, reasonable expectations, contractual perspective on company law.The last part, on the basis of current corporate deadlock litigation, combining with new corporation law, the paper conceives litigation on dissolution and buy-out.The dissertation's main featuresFirstly, it fully analyses corporate deadlock's meaning. Although basic reasons of causing corporate deadlock are greatly different, but it's final forms are almost same. Corporate organ is malfunction, all parts in deadlock cannot figure out by self-remedy, judiciary remedy is good way that break corporate deadlock.Secondly, the dissertation thinks that judiciary remedy way by actual basic reason only increases all parties'burden. Especially under new corporation system, the writer think the court should take measure of dissolution or buy out.Thirdly, relevant rules in corporation law are general, the procedure and substantive of litigation are greatly different. The paper conceives procedure and substantive of corporate deadlock litigation.