Art. 612.Representation

Article 612 imports the adequacy concept from the class-action articles into the derivative-action setting. When a derivative action proceeds as a derivative class action under Article 611, it needs representatives just as an ordinary class action does — one or more members of the class who can be counted on to protect everyone else's interests in the litigation. Those representatives sue, or are sued, standing in for the whole class of similarly situated shareholders, partners, or members.

The article is short because it does not need to repeat the detailed certification machinery already built for ordinary class actions. It establishes the representation principle that makes a derivative class action workable — someone has to stand in the courtroom for the group — while the surrounding articles in this Chapter supply the procedural detail: how the action proceeds (Article 613), where it is filed (Article 614), and what the petition must say (Article 615).