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Shareholders Double Derivative Suit

Posted on:2014-07-11Degree:MasterType:Thesis
Country:ChinaCandidate:L L YangFull Text:PDF
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The article152of Company Law of PRC has made the detailedprovisions to the shareholder derivative suit system and makes the rightsand interests of minority shareholders get powerful guarantee. But inreality, the illegal behaviors implemented by corporate directors, seniormanagers and others will not only violate the company’s interests but alsocan damage the interests of the parent company, in turn threaten to theparent company shareholders. In such a case, only shareholder derivativesuit system alone can’t completely protect the parent companyshareholders’ rights and interests. However, originated shareholder doublederivative suit system of United States makes an efficient way for solvingthis problem.Shareholders double derivative suit protects the parent company’srights and interests by directly assign to the shareholders of parentcompany judicial relief rights beyond the company’s internal control.Shareholders double derivative suit can effectively compensate the lossesof parent company and give rise to a certain deterrent to subsidiarycompany’s directors, senior managers engaged in unlawful conducts. This paper includes three parts of introduction, text and conclusion.The text mainly includes the following six parts.The first part is about the research meaning of shareholder doublederivative litigation. Mainly introduce some shareholders doublederivative suit cases of our country and do detailed research to this case.The second part is about the system inspection which includes theconcept, characteristics and historical development of shareholdersdouble derivative suit introduction. First introduce the concept andcharacteristics of shareholders double derivative suit. Second mainlyintroduce the development of shareholders double derivative suit inabroad, including its whole process of formation, establishment anddevelopment.The third part is the theoretical doctrine of shareholders doublederivative suit introduction, including support and opposition theory.The fourth part mainly introduces the lack of legislation issues ofshareholders double derivative suit system. Include laws and regulationsof shareholders rights’ protection introduction and the explanationlimitations of company law in China.The fifth part is the legislation suggestions of shareholders doublederivative suit system which includes the premise and conditions of thissystem, the party qualification restrictions and prepositional procedurerelated issues.
Keywords/Search Tags:shareholders derivative suit, shareholders doublederivative suit, parent company, subsidiary company, control (controlled)company
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