Research On Judicial Protection Of Shareholders In Limited Liability Company' Profit Distribution

Article 4 of the Company Law of the People 's Republic of China stipulates that the shareholders of the Company shall enjoy the "right of assets" according to law.The ultimate goal of the shareholders' equity investment in the company is to obtain dividends.When the shareholder's profit in distribution rights are infringed,that is,the company's current profits can be allocated,but not allocated or less distribution of profits,shareholders can seek judicial relief,requiring companies to distribute profits.However,in the case of China's current judicial situation,the court has only conducted a formal review of the profit distribution of the shareholders of the limited liability company,that is,whether there is a resolution of the shareholders 'meeting on the distribution of profits or the agreement between the shareholders and then the shareholders' The resolution or the agreement between the shareholders directly to the profit distribution.In other words,the "undistributed profit",which is included in the shareholders' equity of the company is converted into the "dividend payable" which should be included in the company's liability only as of the date of the announcement of the dividend distribution through the profit distribution resolution and becomes the company's debt to the shareholders,After the shareholder's profit distribution claims are credited,the shareholder's claim for profit distribution is actionable.But the reality is that the major shareholders or controlling shareholders of a limited liability company,in order to maintain their own profit distribution,continue to suppress the small and medium shareholders,by refusing to formulate or through the profit distribution plan of the shareholders of the limited liability company,resulting in the profit distribution claim Sex.Based on this,this paper attempts to use the empirical analysis and comparative analysis,through the analysis of China's existing relevant judicial relief situation,under the existing legal provisions and framework to propose a new system of litigation system,so as to improve the profitability of our limited liability company Of the judicial relief system.In addition to the introduction and conclusion,the full text is divided into the following sections.The first part introduces the typical case and puts forward the problem,through the introduction of the two cases leads to the topic of this article,and pointed out that China's current limited liability company in profit distribution claims remedies shortcomings.The second part introduces the basic theory of profit claim of limited liability company,including the concept,classification,legal nature and realization condition of profit liability of limited liability company.The third part is the present situation and judicial status of the claim of profit distribution in China.This part analyzes the insufficiency of relevant legislation and the problems in the judicial process.The fourth part introduces the legislation,the doctrine and the jurisprudence of the claim system of the profit distribution system of the United Kingdom and the United States,with a view to gain inspiration from the relevant experience outside the domain.The fifth part is the countermeasures and suggestions,aiming at the existing principles of our country's legislation,combined with the experience of foreign countries,put forward in the judicial practice to innovate and improve the corresponding litigation system,to seize the small and medium shareholders to claim the profit distribution.