付属定款ではなく，定款に定められる，fee shifting provisionについてです。Smart & Final Storesの定款では，次の通り定められています。
オクラホマ州で，fee shifting provisionに関する立法がなされ，代表訴訟において敗訴者負担が定められたようです。
Oklahoma represents the first state to intervene in the debate legislatively. The State adopted a provision mandating the shifting of fees in derivative suits. The provision specifically applies to derivative suits “instituted by a shareholder” where there is a “final judgment.” In those circumstances, the court “shall require the nonprevailing party or parties to pay the prevailing party or parties the reasonable expenses, including attorney fees . . . incurred as a result of such action.”
Aswath Damodaran, Alibaba’s Governance by Politburo: Corporate Governance and Value, Musingsn on Markets (Sept. 16, 2014)
Aswath Damodaran, Alibaba’s coming out party: Valued right, but is it priced right?, Musings on Markets (Sept. 8, 2014)
ニューヨーク証券取引所の上場承認 (Sept. 8, 2014)
After combing through a 19,974-word filing for a securities offering, Securities and Exchange Commission senior counsel Catherine Gordon had some guidance for the company that drafted it. “In the second paragraph, add a comma,” she wrote to an attorney for the trust, sponsored by Incapital LLC, in December, “to improve readability.” Meet the stock market’s punctuation police. Corporate securities filings are plagued by some of the world’s most impenetrable prose, but it isn’t for lack of effort. Every year, SEC lawyers and accountants review several thousand of the more than half-million documents that companies file with the agency. And while they are primarily on the prowl for accounting inconsistencies and breaches of securities regulations, they also chase down typos, sentence fragments, jargon, puffery and sloppy punctuation.