英文摘要 |
"The purpose of this article is to explore the shareholder proposal rule and how the disputes arising from the shareholder proposal are resolved under the newly implemented Commercial Case Adjudication Act in Taiwan. The first part of this article introduces the special procedures of the Commercial Case Adjudication Act, such as mandatory representations by lawyers, the establishment of commercial investigating officers, compulsory pretrial mediation, plans of trial, the right to request the interrogatories of the opposing party, expert witnesses, and preliminary injunctions. Article 19 of the Act prescribes that,“The Commercial Court hearing and adjudicating commercial cases shall be governed by the provisions of this Act. Where such matters are not stipulated in this Act, the provisions of Taiwan Code of Civil Procedure shall apply to commercial litigation cases.”Therefore, identifying the differences between special procedures and civil procedures is extremely important. The second part of this article discusses the shareholder proposal rule in Taiwan, United States, and part of the relevant rule in Japan. Since the Securities and Exchange Commission (SEC) of United States just adopted amendments to the procedural requirements and resubmission thresholds relating to shareholder proposals submitted for inclusion in company proxy statements pursuant to the Securities Exchange Act Rule 14a-8 on September 23, 2020, it can be used as a reference in providing Taiwan directions for future reforms. The third part of this article explores how the shareholder proposal litigations will be adjudicated under the Commercial Case Adjudication Act. This part begins with the analysis of shareholder proposal litigations in Taiwan in the past 15 years and categorizes the types of litigations. It concludes with the procedures and results of applying the Commercial Case Adjudication Act to public companies in shareholder proposal litigations." |