Miaofang Liu v. Changzhou Kairei Chemical Technology Co., Ltd. and Related Defendants: Company Resolution Validity
The case reviews core corporate resolutions in a foreign-funded company context and reiterates that resolutions influenced by procedural defects affecting lawful governance should be subject to substantive judicial review in shareholder derivative-type actions. Procedural irregularities must be assessed together with actual company harm when deciding on nullification or liability claims.
Holding
The case reviews core corporate resolutions in a foreign-funded company context and reiterates that resolutions influenced by procedural defects affecting lawful governance should be subject to substantive judicial review in shareholder derivative-type actions. Procedural irregularities must be assessed together with actual company harm when deciding on nullification or liability claims.