Shareholders Derivative Action Legal System Research

The shareholder derivative action was born in foreign country.This system can protect the interests of the shareholders, to maintain the right balance of internal. Especially, it can protect the legitimate rights and interests of the company’s minority shareholders. Many scholars believe that a shareholder derivative action should play an important role in corporate governance. But in fact, t it has different understanding and application in different countries,in China’s current economic situation, how can make the shareholder derivative action more effectively, it became the most important question. Although we have shareholder derivative action system, but its provision is too principled, there are many gaps in the interpretation of the concept and procedures of operation, it results in many drawbacks, in judicial practice.This paper introduces the basic theory of the meaning and characteristics of the shareholder derivative action, and further elaborated in the establishment and development of his system in our country, drawing on the two legal systems of major countries and regions shareholder derivative action legislation, pointed out that the lack of legislation, discussed to improve our shareholder derivative action.Divided into four parts:The first part introduces the concept of shareholder derivative litigation action,outlines the establishment and development of our shareholder derivative action system,the legal basis;The second part analyze the Parties’lawsuit legal position;The third part analyze shareholder derivative litigation system and its unreasonable;The fourth part introduce the improvement of the shareholder derivative action.