Research On Alternative Measures Of The Judicial Dissolution Of The Company

The system of judicial dissolution of company stipulated by the company law of our country stipulates that the shareholders can request the dissolution of the company.The legislative intention of the system is to provide a judicial remedy for the protection of the rights and interests of the damaged shareholders.But considering the dissolution of the company will appear a series of negative effects,and does not exclude individual shareholders by judicial dissolution system to improper purpose,even the "judicial dissolution system" become the interests of the game between the shareholders of the company such as the tools of these drawbacks,the court often recommended or most effective alternative remedy measures to solve the problem directly by.The alternative remedy measures of judicial dissolution of the company are in accordance with the principle of autonomy of the company law of our country.The dissolution of the company should belong to the elimination of the market economy,rather than because of economic disputes is the means of judicial dissolution.The spirit is to protect the company’s shareholders,especially small and medium-sized shareholders’ legitimate interests are not infringed,but also try to choose in accordance with the principles of corporate autonomy,choose a more market-oriented means to solve business management problems as the purpose of this study,so very necessary to study the Chinese company judicial dissolution system of alternative measures.In the idea of this research and improvement,the author thinks that in analyzing the origin of alternative remedy measures,we must first define the relationship between judicial dissolution system and alternative measures system,analysis of the lack of them appeared in the reality of the referee in the.Next,we examine the alternative measures of major foreign countries,some of which are fixed in the form of legislation.Then in view of the defects of China’s unified alternative measures in legislation and in judicial adjudication judicial discretion standard,foreign system is of great significance to improve China’s alternative remedies.Finally,using for reference of foreign judicial dissolution of the company in the mature system of alternative measures and experience at the same time,based on our existing laws and regulations in the legislation and the judicial experience,can use the information right of shareholders,shareholders equity repurchase and the company’s articles of association to prevent such measures within the framework of the existing legislation at the same time,with the characteristics of China’s mediation system to solve the corporate deadlock;and the breakthrough of China’s existing legislation system,based on the judicial practice,we can learn from foreign countries to compare the characteristics of "the system of unfair prejudice","choose to buy stock to replace the dissolution system,reach the" shareholders’ agreement "the way" expulsion "system,as well as the acquisition,compulsory equity is generally applicable in the national compulsory separation system and a series of The measures and procedures to construct the alternative system of judicial dissolution in china.In this paper,by using the research methods of historic analysis,comparative analysis,economic analysis and empirical analysis is divided into four parts: the first chapter introduces the alternative measures to improve the origin,mainly through the legislative status quo of judicial dissolution system and analyzes the elements that constitute the system of judicial dissolution is not perfect,often there will be some defects and judicial dissolution system and alternative measures of contact.The second chapter introduces the theoretical basis of alternative measures in our country apply,alternative measures as exotic,it is because of the need to have the support of theory and practice makes it possible for us to explore and perfect it.In this paper,we will sort out the existing alternative measures,and analyze its shortcomings.The third chapter is the investigation and reference of foreign alternative remedy measures,which are listed as the reference of the common law countries and continental law countries.The fourth chapter is the foothold of this paper,the author puts forward the improvement of the judicial dissolution of our company.The first is our country court on judicial dissolution of such cases,how to properly decide the experience of learning,followed by the summary;in view of the current shortage of alternative measures in the existing law,in the foundation of the domestic and foreign judicial practices,the alternative measures,selection for our alternative measures to jointly improve the existing system in china.