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经全面修订的新《公司法》大大拓展了司法介入公司运作的空间,也将司法解散制度纳入视野,结束了僵局状态下股东诉请无门的“旧时代”。然仅有一条条文的规定过于笼统和原则,使得司法在履行“解读法律”职责时面临诸多困境。本文对公司僵局案面临的法律困境进行了解剖,分析公司僵局司法救济的形式合理性的不足,提出应继续追寻实质合理性。
The newly amended “Company Law” has greatly expanded the scope for judicial intervention in the operation of the Company. It has also incorporated the judicial dissolution system into its field of vision and put an end to the “old times” where shareholders filed a petition without a deadlock. However, the provisions of only one article are too general and the principle makes the judiciary face many difficulties when performing its duty of “interpreting laws”. This paper analyzes the legal difficulties facing the corporate deadlock case, analyzes the lack of rationality of the corporate judicial relief in corporate deadlock, and proposes that the substantive rationality should continue to be pursued.