Research On The Construction Of The Company's Supervisor Representative Litigation System

The company is one of the important members of the market economy.With the development of the economy and the need for separate systems for the company's operations,the company's management personnel must be supervised and controlled.The board of supervisors,as the company's special supervisory body,assumes the task of supervision and has the right to supervise the company's directors and senior management's business operations.They can file a representative action and remedy the company's interests on the basis of the shareholders' application.However,in the actual operation,this supervisory power of the supervisor cannot be well applied.The first part of the article begins with the predicament of the existing supervisory board representative litigation system and discusses the difficulties in legislation and practice.The supervisory board of China mainly adopts the collective resolution,that is,the collegial system to exercise its powers,which causes the problem of the vacant power of the board of supervisors.Giving the supervisors independent right of action,thus constructing a supervisory representative litigation system different from the representative system of the supervisory committee is a new way out.The second part of the article mainly analyzes the feasibility and logic of constructing the representative representative litigation system.The existing corporate governance structure has joined independent directors,and the coverage of its powers has conflicted with the powers of the board of supervisors.Under the existing power distribution of the company,the Board of Supervisors did not achieve its results well,but was subject to independent directors and could not function properly.Combining the independent directors with the board of supervisors and adopting the Collegiate system in parallel with the Independent system will play the role of supervisors' representative litigation and will help to achieve fairness and efficiency.The third part of the article makes certain restrictions on the conditions for the case of supervisors.Since the United States,Japan,South Korea and other countries have determined the independent supervision of supervisors,they can make appropriate reference to the conditions for filing complaints.For the parties to the prosecution,the necessary provisions are mainly taken from the conditions for the establishment of the eligible plaintiff,the scope of the defendant,and the rights and obligations of the parties.For the cause of prosecution,it is mainly limited by legal reasons and other reasons.Jurisdiction is mainly based on the provisions of the Civil Procedure Law,and the level of jurisdiction is determined according to the complexity of the case,the subject matter of the litigation and the scope of influence.The fourth part of the article puts forward the improvement of the supervisory representative litigation system.Mainly through the establishment of litigation cost guarantee system and compensation system,to protect the implementation of the supervisory power of the supervisor,to prevent supervisors from abusing the right to appeal.Establish a accountability mechanism to ensure the rigor of the supervisor to file a lawsuit and the supervisor's commitment to responsibility.Design a balance of interests mechanism to ensure the company's governance,both to protect the company's interests,but also to reduce the company's damage.