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DERIVATIVE ACTION ON CORPORATE DISPUTES. FEATURES OF PROOF

JUDICIAL AUTHORITY AND PRACTICE


N.R. SAFAEVA

N.R. SAFAEVA,
Chairman of the Eleventh Arbitration Court of Appeal

The article discusses a number of issues relating to the rules on indirect claims filed by
corporate participants in defense of the interests of corporate education. In particular, the
article examines indirect claims of shareholders (participants) of economic societies and
members of collegial governing bodies of a corporation for damages caused by persons
belonging to the governing bodies of a legal entity, as well as claims for invalidating
transactions concluded by a legal entity in violation of the norms of corporate law and not
relevant to the interests of the legal entity itself. The author analyzes the modern corporate
legislation, the current law enforcement practice applicable when considering the above
indirect claims: reveals the circumstances to be proved, and the burden of their distribution.
Based on the analysis, there are suggested effective measures to simplify the procedure of
proving the validity of the stated claims. The author proposes to establish universal rules
for the distribution of the burden of proof in cases of invalidation of transactions.

Keywords: invalidity of transactions; corporate relations; indirect claim; evidence; civil
procedure.

References

Karapetov A.G. Problemnye voprosy primeneniya stat’i 174 GK RF [Problems of
Application of Article 174 of the Civil Code of the Russian Federation]. Vestnik grazhdanskogo
prava = Civil Law Review, 2018, no. 1. (In Russian)

Information about the author

Safaeva N.R. (Samara, Russia) – Chairman of the Eleventh Arbitration Court of
Appeal (11А Aerodromnaya St., Samara, 443070, Russia; e-mail: nsafaewa@yandex.ru).

Recommended citation

Safaeva N.R. Kosvennye iski po korporativnym sporam. Osobennosti dokazyvaniya
[Derivative Action on Corporate Disputes. Features of Proof]. Вестник гражданского
процесса = Herald of Civil Procedure, 2019, no. 1, p. 369–381. (In Russian) DOI: 10.24031/
2226-0781-2019-9-1-369-381

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Keywords