On The Shareholders' Right To Legal Protection

The thesis tends to discuss several relevant law issues on protection of the shareholders' rights and interests.Primarily, the thesis deals with the nature of equity. Shareholders and corporate person depend on each other and balance each other, so the equity and the ownership of corporate person bored at the same time but change continuously. Equity is neither the ownership, nor the obligatory right, it is a special right with the characteristics of property right and non-property personal right, belongs to the right of membership.Secondly, the paper studies the building of distributing and balancing system of the shareholders' rights and interests. In theory, the will of the shareholders is the basis of the shareholders meeting's power, while in legislation and in practice, the principle of shareholders' equality still can not be incarnated. To stipulate the duty of good faith of the shareholders, to specify the protection of the minority shareholders in Material Law and Law of Procedure, and then to establish a series of correspond system is very important.Additionally, the paper deems that the directors should discharge of duty in the protection of the rights and interests of the shareholders, whatever in intermediate and small businesses or in large listed ones. That is to say, directors should undertake the obligations of not taking corporate opportunity for profits, and bear the responsibility of torts to the creditors of the corporation, etc.At last, the paper emphasizes that we should enact shareholders derivative suits in China. It studies the origin and development of the shareholders derivative suits, then compares it with shareholders direct suits and common suits. Whereas there is not comprehensive shareholders derivative suits system in our country, it will cause confusion in judicial practice. Therefore, to fulfill shareholders derivative suits in legislation is important.