A Study On The System Of Company Attribution Under The Perspective Of Shareholder Derivative Litigation

Since it was introduced by Chinese company law in 1993,the company’s right of incorporation as a relief right granted to the company has formed a more complete identification criteria,but the lack of the right to exercise the provisions of the system makes it lose the due vitality.In the light of judicial practice,the case appears many times,in which Shareholders act as the plaintiff to replace the company to exercise the right of incorporation,and the judicial rulers are gradually inclined to allow shareholders to subordinate the exercise of the company’s right.It is effective means to solve the lack of exercise of the company’s right of incorporation by taking measures to improve the system of incorporation from the perspective of shareholder derivative litigation,and it is also the subject of this argument.In addition to the introduction and conclusion,the study of the above questions is divided into four chapters.The first chapter of this paper mainly elaborates the theoretical basis for the shareholders to exercise the right of incorporation in the way of derivative litigation.Firstly,it discusses the concept of company’s attribution.The purpose is to define the scope of the company’s right of incorporation.Then it points out that the biggest problem of our company’s right of incorporation is to lead the subject shareholder’s derivative action to carry out the company ’s right of incorporation-shareholder’s derivative action to carry out the company ’s right of incorporation.At last it will give the theoretical basis for the shareholder’s right to sue the company from three aspects:entitlement of Company ’s Attribution to Shareholder’s Derivative Litigation,the derivative action of the short-term transaction right and the suitability of the shareholder right.The second chapter of this article is about the America,Japan and China’s Taiwan region into the right system of company’s incorporation.Through the analysis of other countries or regions on the company’s right to the scope of subject’s differences,the exercise of the main body,manner and time differences to achieve the purpose that China can find the provisions of the company from the appropriate situation.On the basis of the above,the third chapter analyzes problems of the shareholders’ right of attribution in the way of derivative litigation.In order to accomplish the above tasks,this paper discusses from two respective perspectives,one is the narrowing of the main body of the company’s attribution,the loose punitive measures and the lack of provisions,the second is the limitation of plaintiff qualification in the shareholders ’derivative litigation,the mismatch of minority shareholders’ litigation on reward and punishment and the unspecified derivative action.The fourth chapter discusses how to solve the problems raised in the third chapter,and then improve the system of attribution of our company in the form of shareholder derivative litigation.