Research On The Pre-Suit Requirement Of Shareholder’s Derivative Suits

Shareholder’s Derivative Suits as a double edged sword, which will help protectthe interests of minority shareholders, but also easy to abuse of individual shareholders inorder to achieve an unlawful purpose. Therefore some programs must be designed toprevent the abuse of the system; pre-suit requirement is one of them. Predecessorprogram will reduce unnecessary litigation proceedings, and lead to the company’slitigation, but also prevents excessive litigation. Although the "Company Law" Article152provides the Shareholder’s Derivative Suits system and the pre-suit requirement ofShareholder’s Derivative Suits is also provided, but there are many flaws and ambiguitiesin the aspects of the institution to accept applications, the review of the application, andrequests for applications to be waived under reasonable circumstances.This article attempts to start from the research of pre-suit requirement of the UnitedStates and Japan, and analysis on the problems of pre-suit requirement existing in ourcountry, as well as reveals the necessity of improving the pre-suit requirement ofShareholder’s Derivative Suits and develops the recommendations correspond to theproblems.Full text of all four parts:The first part is theoretical discussion of pre-suit requirement of Shareholder’sDerivative Suits, summarizes the meaning and function of the pre-suit requirementrespectively.The second part is the introduction and comment on the foreign rules of pre-suitrequirement, I chose the United States and Japan as the representative countries, whichhave developed more mature system of pre-suit requirement, analyze and evaluate on therules of pre-suit requirement.The third part summarizes the legislative situation in China, and analyzes theproblems of pre-suit requirement of shareholder derivative suit, which exists in thelegislation and the judicature in our country.The fourth part in view of the extant problems, according to the national conditionsexisting in China and the reference of foreign rules of the pre-suit requirement, I made the perfect strategy.Based on the above analysis and feasibility studies, came to this conclusion: It’snecessary to improve and perfect the pre-suit requirement of Shareholder’s DerivativeSuits, which will play an important role in the company’s management and protection ofminority shareholders’ interests.