Shareholders Rights Litigation

This article is about shareholder's right, it consists contents not only about entity law, that means the content of the shareholder's right, but also about procedure law, that means the matters involved in the proceeding course. This article bring forward some very new view about the sort of the shareholder's right in chapter 1, and the shareholder's right is classified with self-profit right, common-profit right, expectancy right and coexistence right. In chapter2 to 5,1 discussed the action of the four shareholder's right separately, and reviewed the regulation about shareholder' s right of our company law all-sided, systematically investigated in the methods of the exertion of shareholder' s right, these relief methods( including suit) when shareholders meet obstacles in exertion their rights, bring forward many new designs for the respect content of our company law and civil procedure law.Chapter 1 is about some basic questions in the action of shareholder's right. Section 1 is to settle some basic questions relate to shareholder's right. In this section, the character and content of the shareholder's right is depicted generally, and the author's self opinions is brought forward independently in four aspect thereinafter. (1) the range of shareholder's right is defined over again .Shareholder's right is a sort of civil right, a kind of entity right, not a sort of public right or procedure right, thus it is not shareholder's right, though it relates to this right. Now in theory circles, the shareholder's suit right is thought one of shareholder's rights, and it is thought common-profit right, but this opinion is not correct. (2) The definitions of self-profit right and common-profit right is oppugned. The conventional definitions of the two right are negated, and very new definitions are brought forward. The conventional opinions are that self-profit right is the right which shareholders have for his own profit and common-profit right is the right which shareholders have for the company's profit or both for the shareholder and company. After reasoning at large, all shareholder's rights are for shareholders rights, there is no shareholder' s right which is not for shareholder's right. The so-called self-profit right is the right which the shareholder get his property profit, and the so-called common-profit right is the right which the shareholder participates in a corporation's management affairs. This is the newest definition of the self-profit right and common-profit right in this thesis. (3) A new definition of the content of shareholder's right. It's thought that the shareholder's right consists self profit right and common-profit right in company theory now, but in fact, shareholder's many rights cannot be reduced to self-profit right or common-profit right. After analysis in this article, the shareholder's rights which are not self-profit right nor common-profit right can be disparted into two categories, and the author named them expectancy right and coexistence right. In this way, shareholder's right consistsnot only self-profit right and common-profit right but two new sorts of shareholder's right, which are expectancy right and coexistence right. (4)the relation of the different kinds of shareholder' s right is researched. The four kinds of shareholder's right, which are self-profit right, common-profit right , expectancy right and coexistence right, have inherent relations, that means every latter right is the base to realize the forgoing right, accordingly, every forgoing right relies on the latter rights. In section 2, some basic questions of the shareholder's right suit are researched, such as the character that the shareholder's right can be prosecuted, the restriction of the shareholder's qualification to be a plaintiff, and the decree's effectiveness, and so on. Besides, some special shareholder's right suits are discussed.In chapter 2, self-profit right (which should be called property proceeds right) is researched. The self-profit right consists dividend distribution right, resid...