The Introduction And Construction Of Double Derivative Suit In China

This article aims to discuss about the problem of introducing the double derivative suit in our country and its solutions,to focus on the protection of parent company’s shareholders’right,and how to respond with double derivative suit.This studies need to based on the single company ’s governance and derivative suit.However,considering the structure of parent-subsidiary relations,it is also necessary to innovate the traditional understanding.On this basis,I hope that the problems of the regulation would be resolved in the future so that the double derivative suit would be introduced and constructed in our country.There are six parts that includes introduction and conclusion.The introduction briefly stated the reasons for the topic selection,research value,some problems,the studies about the double derivative suit at home and abroad,the research scope and methods.“The Judicial Interpretation of Corporation Law,IV”have sought to introduce the double derivative suit so that many controversial problems related to jurisprudence and legal practice are raised,which is the starting point why this topic is chosen.Chapter I analyzes the background and controversy of the introduction of double derivative suit in our country.As to whether the parent company’s shareholders can hold the officials in subsidiary accountable for their misconduct,the judicial practice in our country presents a different attitude,which highlights the institutional needs and limitations of the current law.In this context,why hasn’t our country introduced double derivative suit?What are the main controversies involved?How should we understand this regulation?That is what this chapter needs to pay attention to.Chapter II points out the issues that need to be considered when introducing double derivative suit in our country.The chapter is divided into four parts.First,there are many values about double derivative suit,but the valuable ones may not be necessary.There is a need to explain the necessity of introducing double derivative suit in our country.Second,even if it is necessary for our country to introduce double derivative suit,it still needs to consider the application space of the system in our country.The institutional needs reflected by practice are only one of the influencing factors.Third,even if it is necessary and possible for us to introduce the double derivative suit,we still need to further explain the theoretical foundations about it.Fourth,it needs to be pointed out that the introduction of a double derivative suit does not mean that the expected value of the regulation can be achieved.The actual effectiveness of the regulation will also be constrained by many other factors.By comparing the jurisprudence and legal practice about the double derivative suit at abroad,chapter III analyzes the meaning that the overseas system to the solution of the same issue in China.The construction of double derivative suit is not complicated,but different corporate governance practices can lead to the difference of specific rules.Understand the formation process of the regulation,find the same factors that are included in differences between rules and backgrounds,and understand the reasons behind the differences in the systems.This is the instructive attempt to solve the problems of the introduction and construction of double derivative suit in our country.Chapter IV try to find the proper way for the construction of double derivative suit in our country.From the perspective of law environment and corporate governance practice,how to understand the value of the system and its target orientation may be the premise elements of the system construction.The theoretical preparation of the system construction is to understand the governance arrangement of parent-subsidiary relations,to choose the appropriate introduction methods,to understand the negative impact which the system may bring.On this basis,restricting the scope of regulation to parent company and its wholly owned subsidiary may be a more secure institutional arrangement.At the same time,based on the logic of retrieving subsidiary losses to set the specific rules.At last,the conclusion aims to briefly reiterate the viewing angle and the thesis of this article.