Study On The System Of Shareholder Representative Iitigatio

China's Company Law was established in 1993, when the controlling shareholder of the company law almost no restrictions, in this case, the small shareholders in a relatively weak position. As China's market-oriented economy has become increasingly active, the company (especially Inc.) internal controls were against the legitimate rights and interests of small shareholders, many incidents, 93-year lag Companies Act, has seriously hindered the normal development of their companies. In order to safeguard China's market economy order, and protecting the legitimate rights and interests of shareholders, widely zhong Xiao and enhance the international competitiveness of companies in 2005, China revised the "Company Law", established a shareholder derivative suit system.hareholder derivative suit on behalf of an "exotic", not the Chinese home-grown system. However, it's birthplace is not important, it is important in China for its growth, the development of soil, to play its role. The establishment of representative shareholder derivative suit, allowing small shareholders to bring derivative action in accordance with law, to safeguard their legitimate rights and interests. China's legislators, judges, scholars and other legal proceedings on behalf of shareholders who all agree that corporate governance should play an important role. However, the shareholder lawsuit on behalf of the system, after all, come from abroad, learn, and its meaning can be that we fully understand and grasp, and we do not know. China's "Company Law", in regard to the provisions of shareholder lawsuits on behalf of the principle of the law is still too oriented, generalization, whether it is the interpretation of the concept, or process operation, have very large flexible space, the lack of integrity and judicial rules of operation lag, resulting in operation at this stage, the process of judicial practice, there are many drawbacks, medium and small shareholders interests will not be effective protection.This paper analyzes the meaning of lawsuits on behalf of shareholders, resulting in development, China's legislative background and practical role of the start, in summarizing the major countries and regions in Two Schools of shareholder lawsuits on behalf of the legislative, judicial, based on practical experience, through the litigation system, the status quo on behalf of our shareholders, analysis to explain the absence of China's current legislation, to further improve the legal system on behalf of our shareholders, discussed, trying to put forward some ideas in line with China's actual conditions and programs.Full-text is divided into four parts: the first part of the shareholder derivative suit on behalf of the legal implications of introducing the basic meaning of the proceedings on behalf of the shareholders, features, resulting in development, China's role in the development process and its reality; second part outside the shareholder derivative suit on behalf of Review , through the study civil law and common law countries and regions, the main shareholder derivative suit on behalf of the specific requirements inherent in its provisions Discovery ideas and intentions, from which can be found in our legislative and judicial experience to draw on; the third part of the shareholder representatives in China The analysis and improvement of the subject of proceedings, the author as a starting point of my legislation, combined with the above drawing on foreign experience, analysis on behalf of our shareholders, litigants system, by comparing the analysis to clarify the proceedings on behalf of our shareholders, the inadequacies of the system, and further improve the legislative proposals; fourth part of the proceedings on behalf of our shareholders, the analysis and improvement, in this part, the author focuses on analysis of foreign countries have more in common, and the more controversial of China's academic circles a few questions. Through the theory and practice of foreign countries, on how to build these programs in our country to encourage the operation of the system.