Research On Legal Issues Of Shareholders Double Derivate Suit

With the development of the modern economic situation,the form of the company is becoming more and more complex.The diversification of corporate forms means the development of the economy and the diversification of laws.Since there is a certain lag in legislation,the old legal provisions in the new situation will inevitably not meet the needs of the reality and there are certain legal loopholes.In 2005,China introduced the shareholder representative lawsuit system into the "Company Law." When the company was harmed,it gave the medium and small shareholders the right to sue in order to protect the company's rights and interests and safeguard the interests of the shareholders.However,with the increasing complexity of the company's situation,the increase of parent-subsidiary companies,control companies and controlled companies,the shareholder representative litigation system cannot be applied to multi-level corporate structures.Therefore,when a parent company that is a shareholder is tempted to exercise a shareholder representative action,the benefits of the subsidiary company will not receive remedies,which will result in damage to the parent company's interests and the interests of the parent company's shareholders.As a result,the interests of shareholders are difficult to obtain adequate protection.Dual shareholder representative litigation arises in the increasingly complex corporate structure.It derives from the shareholder representative litigation and has its own superiority.It applies to the parent company and the parent company.It expands the scope of application of the main body of shareholder representative litigation and fills the gap.There are loopholes.The dual shareholder representative action is derived from the shareholder representative action.Therefore,the system can be considered from the existing system of shareholder representative litigation.By contrast,it can be determined that the dual shareholder representative action can be applied to the existing proper system of shareholder representative litigation.By comparing the uniqueness of the dual shareholder representative lawsuit,it is necessary to think about the unique and applicable measures and cannot copy the existing system.There are different theoretical viewpoints on the rationality of the existence of dual shareholder representative lawsuits,and there are opinions that the existence of dual shareholder representative lawsuits is unnecessary because there are various other remedies to relieve the damages suffered by the company;there are opinions that this system violates the personality of legal persons.The principle of independence undermines the mutual independence of the parent company and the subsidiary company;it also supports the existence of this system and believes that the system has an irreplaceable role.Many different theoretical perspectives have promoted the development and improvement of dual shareholder representative litigation,and have a non-negligible role in protecting the rights and interests of parent company shareholders.As a new system,the dual shareholder representative litigation system faces many complicated issues in its establishment,but these problems cannot be the basis for denying the superiority of this system.In order to protect the interests of the shareholders of the parent company under the double-tiered company structure,it is necessary to regulate the activities of the parent company's major shareholders to control subsidiaries and infringe upon the interests of the subsidiaries,and introduce a dual shareholder representative action system.The following cases will be introduced to show that reality requires a dual shareholder representative action system to make up for legal loopholes.Analyze the different theoretical doctrines of dual shareholder representative litigation and give them a basis for the existence of reasonableness.The concept of setting up the dual shareholder representative lawsuit is to clarify the requirements of the dual shareholder representative lawsuit in relation to the parent company's shareholding requirements for the subsidiary company,the requirements established by the original defendant,and the pre-approval procedures and litigation guarantee system for the system.A dual shareholder representative action is expected to better safeguard the interests of all parties.