A Study On The Application Of Company’s Judicial Dissolution

As one of the important subjects of market economic activities,the survival and demise of the company has a significant impact on the market and society.Company’s judicial dissolution system is one of the important ways of company dissolution in China.This system not only provides an effective solution for companies in deadlock,but also an important means to protect the interests of minority shareholders.However,with the vigorous development of China’s economy,the number and complexity of company’s judicial dissolution have far exceeded the situation when the system was established.According to the existing legal provisions,there is a confusion of different judgments in the same case due to the excessive discretion of judges in judicial practice.China’s judicial dissolution of companies system started late compared with the West.Although it has been improved through judicial interpretation and guiding cases,there are still deficiencies to be improved in the face of the practical needs of judicial practice.This paper is divided into four parts to study the application of company dissolution litigation.The first part gives a basic overview of the judicial dissolution of the company.Its concept is a system in which the court decides the compulsory dissolution of the company with legal company dissolution according to the requirements of the qualified subject with plaintiff qualification,which has the characteristics of passivity and finality.Company dissolution litigation has the institutional function of resolving the company deadlock,relieving the legitimate rights and interests of minority shareholders and standardizing corporate governance.The second part makes an extraterritorial comparative analysis and reference on the application of company dissolution litigation with Britain,the United States,Japan,Germany and other countries.Through comparative analysis,it is concluded that China can improve in expanding the scope of application of company dissolution litigation,the provisions of plaintiff qualification and balancing the burden of proof of both parties.The third part,through the above comparison and the case analysis in judicial practice,obtains the deficiencies of China’s company dissolution litigation in three aspects: the scope of application needs to be clarified,the application procedure needs to be refined and the prevention mechanism needs to be improved.Finally,combined with the current situation of China’s judicial practice and foreign experience,this paper puts forward some suggestions on the above three aspects of application scope,application procedure and prevention mechanism.In terms of scope of application,shareholder oppression is included in the application of company dissolution litigation.At the same time,legislation defines the applicable standards of company dissolution litigation,so that judges can have a basis in the law in the trial,improve judicial efficiency and save judicial resources.In terms of applicable procedures,we should endow qualified creditors with the qualification of plaintiff,add the shareholding time limit of plaintiff,and add the inversion system of burden of proof.On the one hand,we should optimize the design of the articles of association,preset a reasonable Shareholder Exit Mechanism in the articles of association,and avoid the articles of association falling into template.On the other hand,we should also build a compulsory equity acquisition system.