Study On The System Of Shareholders Representative Action

The new Contract Law of our country has given shareholders the right to institute a representative action. This thesis makes a thorough practical inquiry into building the feasible system of shareholders' representative action in our country. There are four parts in the thesis.The first part discusses on the basic theory of shareholders' representative action. This part mainly includes the concept, the characteristics, the historic evolution of shareholders' representative action, and the distinction between it and other related systems.The second part discusses on the parties of shareholders' representative action. While the Contract law in our country is lenient in dealing with the qualification of the plaintiff shareholders in the limited liability company. However, the Contract Law confines the holding proportion of the plaintiff shareholders in the company limited by shares strictly. The Contract Law of our country opens the range of the defendants in shareholders' representative action.The third part discusses on the restrictive mechanism and legal consequences of shareholders' representative action. The contract law of other countries mainly ordain that shareholders should exhaust remedies before bring an action. But there is no such compulsory provision in the Contract Law, which should be amended. No charge security system in the Contract Law reflects the purpose of encouraging shareholders to bring representative action. The plaintiff shareholder can request expenses after win in lawsuit in expiation of, lose in lawsuit should undertake an indemnification responsibility to the accused.The forth part discusses on the practical needs and legislative situation of building shareholders' representative action in our country. This part makes an emphatic inquiry on the problems, such as the costs of the action, the competence and the executive prescription in shareholders' representative action from the view of judicial practice.