The Research On Shareholders' Inspection Rights

The property right and the management right of modern companies are always separated from each other, which makes shareholders with their companies be in a serious state of information asymmetry, thus many countries give rights to these shareholders to inspect all documents and records related (namely shareholders'inspection rights) to understand operations in the company. Then, shareholders of these companies are not only beneficial to the supervision of the company managers, but also in favor of the implementation of their rights such as voting right, proposing right and so on, so the inspection right is significant to shareholders. However, this right may be abused by some malicious shareholders to injure the interests of companies. Therefore, when design for shareholders'inspection right, national legislators are always striving for the benefit balance between shareholders and their companies, giving shareholders the inspection right and appropriately restricting their enjoyments of right at the same time. For example, it is necessary to have a"legitimate purpose"for shareholders if they sue to their companies for inspecting what may involve company sensitive information or business secret such as accoutant book, primitive certificate, board of directors council book. Some contries impose limitation on objective requirement and the scope of inspection, but now many contries have given up these limitations, only requier"legitimate purpose", for those limitations are not good for the protection of shareholders'rights. Moreover, in order to make shareholders exercise their rights more convinent and avoid rights abusement, some contries also stipulate the procedure and Judicial relief. The current"Company Law"in our country clearly established the system of shareholders'consulting right, which has made substantial progress comparatively with"Company Law"in 1993, but there have still been some gaps compared with the advanced countries, and following areas need to be improved in future: to make the eligible subject of shareholders'inspecting right clear; to perfect the connotation of"legitimate purpose"; to widen the subject of shareholders'inspecting right and while to enable their companies to consult accounting forms of these shareholders, to establish exertion process of shareholders'consulting right; to complete judicial remedies system of shareholders'consulting right.