Judicial Relief To The Disputes Of Dividends From The Perspectives Of Limited Liability Company

Obtaining dividends is the most fundamental investment purpose of the company’s shareholders,and it is also the right that shareholders can reasonably expect.When the company’s profit distribution policy does not meet the interests of the minority shareholders,the shareholders of the listed company can exit by selling their equity.However,because the shareholders of a limited company do not have a free market,the price of equity is difficult to determine,which makes the exit cost of shareholders of a limited liability company high.In addition,if the large shareholders maliciously do not pay dividends to infringe the interests of small shareholders,it is difficult to protect the investment interests of small shareholders,and they can only resort to justice.At present,China has supported shareholders in protecting their rights to claim earnings distribution in legislation.However,in judicial practice,the relief of shareholders’ rights to claim earnings distribution is trapped in exercise difficulties.For example,Article 15 of the "Interpretation IV Of The Company Law" provides an abstract Earnings distribution claims,but the rules are too principled,and small and medium shareholders face difficulties in exercising rights.Based on this,this paper researches the shareholders ’right to request for distribution of earnings,and finds the reasons for its infringement and the shortcomings of existing legal protection.Based on the current state of judicial practice,it improves the judicial remedy path to protect the shareholders’ right to request for distribution of surplus.In this article,after the implementation of the "Interpretation IV Of The Company Law",all the second instance and retrial judgment documents of Peking University Law Italian Database were screened,and 326 related cases were analyzed.The research found that the rights of small and medium shareholders of the limited liability company to distribute earnings are more vulnerable.And it is difficult to seek effective judicial remedy.Although the "Company Law Judicial Interpretation IV" statute provides for the claim of abstract earnings distribution claims,since the implementation of "Company Law Judicial Interpretation IV",there has been only one court decision to support the plaintiff’s surplus distribution request.This article argues that although the distribution of earnings is a matter of corporate autonomy,when corporate autonomy fails,it is necessary for the judiciary to intervene.China should introduce the principle of reasonable expectation to provide a legal basis for judicial intervention,and determine the criteria for judging the abuse of shareholders’ rights by introducing shareholder suppression and shareholder fiduciary duties,balancing the plaintiff’s burden of proof in the company’s earnings distribution dispute,and realizing fairness and justice.