Derivative action in French, Germany and Iranian legal system: A comparative study

One of the important and effective tools to control the actions of the company's managers is the derivative lawsuit. The main purpose of establishing this legal institution is to protect the rights of shareholders, especially minority shareholders, and the company against the violations of managers. In most legal systems, this lawsuit against the directors the company has been accepted. This legal mechanism can prevent the squandering of the rights and interests of the company and its shareholders. A lawsuit is a derivative lawsuit with its own characteristics and is different from a liability lawsuit, both contractual and non-contractual liability. For the same reason In most legal systems, special attention has been paid to this lawsuit, but in the filing of this lawsuit, the existence of some restrictions, including the payment of court fees by the plaintiff, as well as the fact that the company is a joint stock company, has hindered its effectiveness In Iranian law section 276 of the Amendment to the commercial Act 1347 refer to possibility of filing a derivative action . The same is provided vastly in the bill 1384 in section 473 regarding new development of legal.  This study explains the concept of a derivative lawsuit and the conditions for filing this lawsuit in the French and Iranian legal systems, and the comparative aspect of the German legal system is also examined.