On The Litigation System Of Double Shareholder’s Derivative

Under the background of economic globalization engulfing the world and corporate mergers and reorganizations,in order to adapt to the economic development,more and more companies have emerged as a three-dimensional structure model of the group.For example: parent company,holding company,affiliate company.At present,China’s "Company Law" still remains in the mode of the flat company structure,which leads to the difficulty of protecting the equity of the parent company and the interests of the subsidiary company under the three-dimensional structure company model,especially the small and medium shareholders who are relatively disadvantaged in the group.interest.Therefore,when an ordinary shareholder representative action cannot solve the problem for the parent company shareholder,it is extremely necessary to create a dual shareholder representative action system that can protect the equity of the parent company under the three-dimensional corporate structure.A dual shareholder representative action is a case in which a parent company’s shareholder directly uses litigation rights to represent a subsidiary to initiate a lawsuit,thereby acting as a deterrence and recourse against offenders who infringe on the interests of the subsidiary.This article consists of three parts: the introduction,the text and the conclusion.The main text consists of the following three components.The first is the basic theory of dual shareholder representative litigation.It mainly discusses the background,concept and theoretical basis of dual shareholder representative litigation.First of all,it explains the negation party’s view of this system,and then introduces the reasons for the support of the affirmative party system.Finally,it compares the ordinary shareholder representative action with the dual shareholder representative action,and then elaborates the practical significance of creating a dual shareholder representative action system.The second is to analyze the different countries’ views on the dual shareholder representative lawsuit system and the reference significance for the construction of this system in China.The United States has established a dual shareholder representative litigation system through case law.Although Japan’s establishment of a dual shareholder representative litigation has been tortuous,it has finally established the system through legislation;in South Korea,different courts have different attitudes towards dual shareholder representative litigation systems.Due to the opposition of the business community,South Korea is still in a wait-and-see state for this system.The third is the concept of building a dual shareholder representative action system in China.A careful and detailed discussion was made on the subject of litigation,litigation costs,and pre-procedures.