Shareholder Derivative Litigation System

The derivative action, founded by the countries of the common law, is a specialsystem designed for the minority stockholders to sue instead of their company whentheir company was infringed. This kind of action is not same as the general actions thatsued directly by the stockholders, but it operates effectually in the countries of thecommon law. But we haven't set up such action in Chinese legal system. In recentyears, with the development of our economy, the problems in the operation of thecompanies become more and more obvious. Some of the scholars began to work overthe derivative action as a subject, but few scholars of proceedings law studies thesubject. This article tries to introduce this kind of action and analyses it contrastingwith some other proceeding systems. And then raises some ideas of setting up theaction in China, on the base of the use for reference of the law of some countries andregion. The article researches the derivative action from the follow parts. Chapter one is the summary of the derivative action. Firstly, it introduced andanalyses the concept, development, analyses the characteristic and the functions of theaction. Chapter two analyses the derivative action with some correlative proceedings.This part researches the difference, the related points and the transform between thederivative and direct action. Chapter three introduces the law of the America, the England, Japan and Taiwan,involved the problems of the title of the plaintiffs, the range of defendants, the status ofthe company, and so on. Chapter four raises some ideas of setting up the derivative action in China. Thispart finds out the legal foundations of the action and then raises the ideas for theproceedings. Chapter five draws a conclusion after summarizes the whole article.