Research On The Right Of Inspection Of Shareholders' Books In Limited Liability Company

Knowing rights for shareholders’ is very important.Enjoying and exercisingtheir rights is an important means to supervise the management of company,it’salso the precondition and basis for shareholders’ other rights.In a company oflimited liability,the most important Knowing rights for shareholders’ is the rightsto inspect the company’s books.But the related law is abstracted,so there are a lotof controversy in practice.This Paper discussed some disputes according torespondents who were entitled to Fangcun Toyota’s company.Full text isdivided into three parts.The first part analysis that the dummy Shareholder has the right to inspectthe books or not.there are two main criterion to judge whether a dummyshareholder have the the rights to inspect the company’s books:the first criteriondivide the qualification of shareholder into two parts,substantial elements andform Conditions,provide funds is the foundation to be a shareholder;the secondcriterion consider that only in registration materials can we be a shareholder.Ithink the second criterion is reasonable,we should confirm a dummy shareholderhave the qualification,have the litigation right of disputes plaintiff qualification.The second part analysis the restrictive conditions in the process of theshareholder rights. the United States of America and Japan have different waysto confirm.so we can confirm the legitimate purpose in positive and negativeparts.The positive aspects include:be a shareholder;to protect their rights;directconnection between document and purpose.The positive aspects include:not toprotect their rights;competitive relation between company and theshareholder;disclose commercial secrets. In allocating burdens of proof,theshareholder have obligation to indicate their legitimate purpose,the companyshould prove the shareholder improper purpose when they deny their request. The third part analysis the range of the rights.The shareholder have rightsto know the business information and accounting document.we also think thatthere is no connection be tween consult the accounting document and disclosecommercial secrets.At the same time,the article will also analyze how to protectthe company’s trade secrets, and propose our own proposals.