Shareholders Subrogation Litigation System Research

This thesis, proximately 30, 000 words, includes five parts. Part I: Introduction of the share-holder's derivative action.This part explores the conception of the share-holder's derivative action, intimating that the share-holder's derivative action is a right to action in a special form. Screening the evolution causes of this action, the value of this litigation is examined in many aspects. This part gives importance to entail the jurisprudence basis for the share-holder's derivative action. This thesis analyzes the share-holder's derivative action under the view of both substantial law and procedural law, both appealing to the general doctrines relating this area and initiating the theoretical view the author's self speculation.Part II: Litigation elements of the share-holder's derivative actionThis part explains the two litigation elements for the share-holder to stand as initiatives to a derivative action. The first litigation element includes two requirements, one requiring the sustaining holding of the shares, the other requiring the present holding of the shares. The second compounds the pre-trial procedures requiring the complaining share-holders to act to establish themselves as initiatives to a derivative action. The first requires the share-holders to complain against the corporation first. The second requires the guarantee to the action fee under some specific circumstances.Part III: Taking part in and services to the share-holder's derivative actionThis part discusses the stance of the corporation in the share-holder's derivative action and gives a brief exploration to the stance of and the limitation to the share-holders. The explainingparagraph introduces the requirement of mandating service to the parties in the share-holder's derivative action and recommends this requirement to be adopted in the rules when China considers to establish the share-holder's derivative action procedure.Part IV: The cancellation and rescinding of the share-holder's derivative actionAccording to the nature of the share-holder's derivative action and to protect the benefit of the corporation and other share-holders during litigation, this thesis discusses the limitations to the cancellation and rescinding of the share-holder's derivative action under the theoretical requirements both of the substantial law and procedural law.Part V: the Legal consequences of the share-holder's derivative actionCompared with the legal consequences of common civil litigation, the Legal consequences of the share-holder's derivative action is more complicated. This thesis discuses the legal consequences under both the prevailing and the loosing circumstances for the disputing share-holders ( on the contrary the directors bearing the loosing and prevailing legal consequences). Besides what discussed above, the jurisdiction scrutiny consequence and its scope are also discussed in this thesis.