The Conflict And Legal Measures Between The Shareholders' Inspection Right Of Books And Records And Companies' Right Of Trade Secrets

Conflict of Rights is a common phenomenon in the legal field, in various areas of law has become a hot, difficult, urgent measures that we seek a solution in legal research. Some scholars will be classified as moral rights conflict, legal rights conflict, and the conflict between the legal rights and moral rights. Limited to the topic, this article discusses the legal rights conflict.The conflict between the share-holder's inspection right of books and records and Company's right of trade secrets was one of the Specific forms, belonging to conflict of legal rights. As a legal right, the inspection right of books and records by share-holder was officially established in "Company Law",1993 and been improved in 2005.The right of trade secrets was first appeared in China's "Civil Procedure Law", as a widely specialized terminology recognized by the international community, in the continuous rapid development of technology and information, today more and more attention.Although the modern corporation was the means to achieve shareholders' own interests, but from the time when the company became corporate shareholders, the shareholders and company became a separate civil entities, with separate interests.As a result, shareholders have the right to access, and the company enjoys the right of trade secrets. However, the speculative nature of shareholders decide the purpose to exercise their right of inspect the books and records is often not concerned with the company's economic situation, but about corporate behavior can bring to their profits. As long as there is a profit-driven, shareholders, excluding the company's long-term interests, even at the expense of the interests of the company's expense, while the inspection right of books and records has become the means to an end. Even more serious is that once the shareholders in order to make a profit by selling trade secrets, or use the trade secret to the competitive industry, companies are attempting to access to relevant information, the exercise of the right to inspect the books and records has become an action which will leak the company' secrets and damage the company interests. In other words, based on the interests of shareholders and the company's conflict, there existed an inevitable conflict between the share-holder's inspection right of books and records and company's right of trade secrets.How to resolve the conflict between the share-holder's inspection right of books and records and Company's right of trade secrets in legal is the question presented in this paper. Therefore, the main task of this paper is to resolve the conflicts between the two legal rights.This paper intends to find the law workable solutions from the following three levels and four parts:In the introduction part, this paper discussed the topic background and significance of the full text, through t reviewed the countermeasures of specific rights at home and abroad, put forward the problem to be resolved, and pointed out the study object, methods and structures in this paper.The first part pointed out the causes and substance between the share-holder's inspection right of books and records and company's right of trade secrets, discussed the basic path and specific ways to resolve the conflict of the two rights.The second part discussed specific legal rules from the legislative level, and tried to redrawing the boundaries between the share-holder's inspection right of books and records and company's right of trade secrets. Overall, through legislative means to restrict the right of shareholders to inspect books and records to keep a balance between the Shareholders and company.The third part is to resolve the two rights conflict at the judicial level. On the basis of the litigation system about shareholders'right to inspect books and records, we have introduced the inspection system for inspection in the proceedings.At last, this paper reaffirmed the concrete idea to resolve the conflict between the two rights, and pointed out that there has no general rules to resolve all the right conflicts in the absence of conflict,we have to face the specific rights conflict, and redefine the rule of law to plot out their boundaries, using the legal procedures and legal technology to solve a concrete one.