Research On Shareholder's Right To Learn Truth

The research on shareholder's right to learn truth is a new field in the current research on Chinese legal system of company. The appearance and development of the right is based on separation ownership from power of management for the modern companies. In this case, the lawful rights and interests of shareholders is easily violated by the management. In view of this, legislation on company in many countries and regions provides relatively perfect regulations on shareholder's right to learn truth; however, the research and legislation on it delays in China, though the revised Company Law in 2005 had perfected the regulations on it. The four chapters of the essay respectively discuss the theory, determination of the right's contents, legislative situation in China and suggestions on perfecting the law.The first chapter analyses the basic theory of shareholder's right to learn truth. It points out that shareholder's right to learn truth should be a fundamental right enjoyed and performed by shareholders within the law in lawful way. Meanwhile, it summarizes the characteristics of the right, such as essentiality, independence, relativity in duty and restriction. Moreover, it puts forwards that the jurisprudential basis of the right is shareholder's capacity of owner, separation of two kinds of right and mandate relationship, etc.The second chapter elaborates in detail the main contents of the right, including examination right (legal form of performance, subject, object, restriction in procedure, etc ), investigative right ( concept, necessities, legal form of performance, etc )and right to address questions (concept, jurisprudential basis, duty of explanation, etc).The third chapter summarizes the related legislation on shareholder's right to learn truth, and points out the imperfection, such as irrational distribution of rights, too rigid and obscure regulations, etc.The fourth chapter, aimed at current situation of Chinese legislation, gives the suggestions on perfecting Chinese legislation on the right from three aspects: extending the scope of shareholder's examination right, introducing inspector system and perfecting judicial remedy system.