Ag Shareholders' Right Of Access

Shareholders of stock company have the right to inspect the stock company's documents and records. But the disclosure of information obtained pursuant to the right of inspection creates a risk to the interest of the stock company and the interest of shareholders-at-larger. In the concentrated stock ownership structure, it not only emerges as conflicts of the interests between the individual shareholder and the stock company, the shareholders-at-larger, but also including the board of directors ,the managers and the controlling shareholders. For the well regulation of such conflicts of interests, the legislator must valuate the interests of main body participating in the company, then to balance many main body's interests, so as to design the reasonable rules on shareholders' inspection right.Facing this kind of complicated conflict of interests, different legislators have made different legislation choices according to different nations and areas. From the perspective of legislation model, the American law and the Japanese law are more competitively vertical legal regulations, for both entrusting the shareholder with bigger inspection right, giving a suitable protection to the shareholders' interests, and imposing limitation on inspection right, so they have the reference value for our country's design of rules on the shareholders' inspection right.Our country's "Company Law" merely used a simple article to stipulate the rule on the stock company's shareholders' inspection right, also this stipulation has many flaws. Therefore, this kind rule must be redesigned. Generally speaking, we should carry on it from following several aspects: the one who may inspect; the scope of documents and the records of inspection; the procedure and the limitation of the exercising of inspection right.