This paper briefly introduces the legislative provisions and legal consequences of shareholder representative litigation in China's company law.

1. What are the legal provisions of shareholder litigation? Direct shareholder litigation refers to the litigation brought by shareholders against the company or other infringers, including the directors, supervisors and employees of the company's major shareholders, for their own interests. It is generally believed that the provisions in Article 15 1 of the Company Law are general provisions on direct litigation by shareholders. "If the resolutions of the shareholders' meeting and the board of directors violate laws and administrative regulations and infringe upon the legitimate rights and interests of shareholders, shareholders have the right to bring a lawsuit to the people's court to demand that the illegal acts and infringements be stopped. "1. Shareholder's representative litigation Shareholder's representative litigation, also known as indirect shareholder litigation, refers to the behavior of directors, supervisors, senior managers or others who violate laws, administrative regulations or the company's articles of association and cause losses to the company. When the company refuses or delays to claim damages from the violator, the shareholders with legal personality have the right to bring a lawsuit on behalf of other shareholders, demanding the violator to compensate the company's losses. The purpose of shareholder representative litigation is to protect the interests of the company and shareholders as a whole, not just the interests of individual shareholders. A lawsuit to protect the interests of individual shareholders is a direct shareholder lawsuit. 2. Direct shareholder litigation This refers to the litigation brought by shareholders against directors and senior managers who violate the regulations and harm the interests of shareholders. The Company Law stipulates that if a director or senior manager of a company violates laws, administrative regulations or the articles of association and damages the interests of shareholders, the shareholders may bring a lawsuit directly to the people's court according to law. 2. What are the provisions of direct shareholder litigation? Article 21 of the Company Law stipulates that the controlling shareholder, actual controller, directors, supervisors and senior managers of the company shall not use their relationship to harm the interests of the company. Anyone who violates the provisions of the preceding paragraph and causes losses to the company shall be liable for compensation. Article 22 of the Company Law stipulates that the resolutions of the shareholders' meeting or the shareholders' general meeting or the board of directors of the company are invalid if they violate laws and administrative regulations. If the convening procedure and voting method of the shareholders' meeting, shareholders' general meeting or the board of directors violate laws, administrative regulations or the articles of association, or the contents of the resolution violate the articles of association, the shareholders may request the people's court to cancel it within 60 days from the date of making the resolution. Where a shareholder brings a lawsuit in accordance with the provisions of the preceding paragraph, the people's court may, at the request of the company, require the shareholder to provide corresponding guarantees. If the company has gone through the registration of change according to the resolution of the shareholders' meeting or the shareholders' meeting or the board of directors, after the people's court declares the resolution invalid or cancels the resolution, the company shall apply to the company registration authority for cancellation of the registration of change. Article 34 of the Company Law stipulates that shareholders have the right to consult and copy the articles of association, minutes of shareholders' meetings, resolutions of board meetings, resolutions of board meetings and financial and accounting reports. Shareholders may request to consult the company's accounting books. Where a shareholder requests to consult the company's accounting books, he shall submit a written request to the company, explaining the purpose. If the company has reasonable reasons to believe that the shareholders' access to the accounting books has improper purposes, which may harm the legitimate interests of the company, it may refuse to provide access, and shall give a written reply to the shareholders within 15 days from the date of the shareholders' written request, explaining the reasons. If the company refuses to provide inspection, the shareholders may request the people's court to require the company to provide inspection. Article 153 of the Company Law stipulates that if a director or senior manager violates laws, administrative regulations or the company's articles of association and damages the interests of shareholders, shareholders may bring a lawsuit to the people's court. In the new company law, the legal provisions on shareholder litigation are very detailed. Among them, the situation of shareholder litigation is divided into shareholder representative litigation and shareholder direct litigation. Shareholders' representative litigation is to exercise relevant litigation rights on behalf of all shareholders, while shareholders' direct litigation is mostly for shareholders' own interests, and which way to sue depends on the reasons for shareholders' litigation.