Research On The Statute Law Of The Shareholder Derivative Action In The United Kingdom

With the development of the economy,the shareholder derivative action plays an important role in most countries of the world.This system is designed to regulate the behavior of majority shareholders,directors,and senior managers in the company and protect the interests of minority shareholders.This rule first appeared in the case of Foss v.Halbert.Afterwards,many judges supplemented the content of the rule in the jurisprudence.The continuous development of the shareholder derivative action has affected the British economy.At the same time,the rule was gradually studied by other countries and ultimately profoundly affected the legal systems all around the world.As the representative country of the case law system,the legal forms of the United Kingdom are precedents.The previous jurisprudence was an important basis for judges' judgments in the United Kingdom.Therefore,the British legal system has a large number of complex precedents.The shareholder derivative litigation system is no exception.From the establishment of the Foss rule by the case of Foss v.Halbert to the breakthrough of the Foss rule,than subsequently reforms,the United Kingdom has always used the jurisprudence.With the passage of time,a large number of cases have accumulated.However,due to the lack of an unified guidance case,different courts may make different referees in the United Kingdom.At the same time,with the progress of globalization,investor paid more attention to the affairs of the company and suggested that the Law Commission could improve the procedures for the shareholder derivative action.The previous of the shareholder derivative action could not adapt to the development of modern social economic.The British company law faced enormous challenges.In order to make up for the inadequacies of the company law,the English Law Commission took a reform to the shareholder derivative action.In 2006,the United Kingdom promulgated the "Company Law".The shareholder derivative action was stipulated in the legal provisions and turn to the statute law.A year later,the English Law Commission amended the 2007 "Civil Procedure Rules".They added the content of procedure of the shareholder derivative action.The shareholder derivative action entered a new development stage in the United Kingdom.The judges was given a great deal of discretion in the Company Law in 2006.The judges could make a reasonable decision after understanding the facts of thespecific case.This provision could make up for the deficiencies in statutory legislation and guarantees the interests of minority shareholders.The Civil Procedure Rules in 2007 prescribed more detailed on the procedural matters of the shareholder derivative action.The Company Law in 2006 and the Civil Procedure Rules in 2007 matched each other.Both of these are inextricably linked.This is the biggest feature of the shareholder derivative action reform in the United Kingdom.This kind of legislation is an adjustment made by the United Kingdom to adapt to the change of society.However,the Company Law in 2006 and the Civil Procedure Rules in 2007 only summarized the rules under the case law into a form of the statute law.They has not took any thorough reform for the shareholder derivative action.As the Legal Committee acknowledged,the creation of new provision is not intended to overturn the original rules.How to create a modern the shareholder derivative action needs to be solved by the United Kingdom in the future.