The Participation In Shareholder Derivative Suits For Other Shareholders

Since "Company law" the152nd has made provisions on shareholder derivativesuits in2005, it has been implemented in nine years in China. As the last barrier toprotect and maintain the lawful rights and interests of minority shareholders, thesystem has been widely used in the judicial practice. Research on shareholderderivative suits is enduring topic in the theoretical circle, these theories research to agreat extent, make up the legislation for the shareholder derivative suits in our countrythat is too principle and general, so that the system constantly improved in terms ofentity and procedure. But in the number of theoretical research, I can’t find out thematerial about the special legal problems when the other shareholders to participate inthe suits, especially when the plaintiff to achieve majority. The system of shareholderderivative suits, as a generally applicable system of company litigation law, theestablishment the corporate governance and protection of minority shareholders rightswill be of great importance. Therefore, only according to the particularity ofshareholder derivative suits, to make special provisions on the application ofshareholder derivative suits, to make the system perfected in the judicial practice. Thelaw about the other shareholders to participate in the legal problems in the process of shareholder derivative suits, is only a small branch, but it has a significant impact onthe development of the whole proceedings.The aim of this thesis, is to carding and research the system of shareholderderivative suits, to function better, to reduce the disadvantages of the system in China,by researching the legal problems when the other shareholders to participate in thelitigation. In addition to the introduction and conclusion, this article has four parts.The first chapter is about the other shareholders qualification of the plaintiff toparticipate in the shareholder derivative suits. First, the provisions of the relevantlegislation in foreign countries are introduced. The author based on the provisions ofthe United States and Japan, their system of shareholder derivative suits are moreperfect. Second, the perfection of relevant laws and regulations in our country areanalyzed.The second chapter is about program problems in the process of the othershareholders to attend the shareholder derivative suit. In this part, the authoradvocates the performance of prior procedure; increase the claims and using thelitigation representative system in the shareholder derivative suits.The third chapter is about questioned the legitimacy of the majority shareholderof the suits attended the proceedings proceed. Once the number of shareholdersidentified "majority", they’ll do not have plaintiff qualifications, because of its owndefects; the original intention of the system; the presence of other relief means and soon.The last chapter proposed rules to participate in the proceedings issues to beaddressed in other majority shareholders. First, based on the principle of majority,define the majority shareholders, and divided into two different types: LimitedLiability Company and incorporated company. Then the author put forward thecorresponding countermeasures.