Is the Company Dissolution Subject to the Shareholders' Decision?

According to Clause 1, Article 207 of the 2020 Enterprise Law, an enterprise shall be dissolved in the following cases:

- The operation period stated in the company's charter expires without a decision for extension;

- By resolution or decision of the business owner for private enterprises, of the Members' Council for partnerships, of the Members' Council or the owner of the company for limited liability companies, of the General Meeting of Shareholders for joint-stock companies;

- The company no longer maintains the minimum number of members as required by this Law for a continuous period of 6 months without carrying out procedures for converting the type of enterprise;

- The enterprise registration certificate is revoked, except as otherwise provided by the Tax Administration Law.

=> According to the above regulations, the dissolution of a joint-stock company is based on the resolution or decision of the General Meeting of Shareholders, not the opinion of shareholders.

(The General Meeting of Shareholders consists of all shareholders with voting rights, serving as the highest decision-making body of the joint-stock company - Clause 1, Article 138 of the 2020 Enterprise Law).

Therefore, if only based on the opinions of the shareholders and the company does not fall into the other aforementioned cases, it does not meet the conditions for dissolution.

Sincerely!