Research On Shareholders’Audit Right

The separation of ownership and management is the characteristic of the modern company. This characteristic makes all the countries’company laws provide shareholders with the audit rights. These rights can help shareholders better understand company’s operating and financial conditions. Shareholders fully know about the company’s financial information, not only help them exercise their voting rights, the shareholder direct litigation right and other rights, but also good to supervise the company’s governance, therefore shareholders’ audit right has extremely important significance in company law. But at the same time, the audit right may also be abused by the shareholders. In that way, company’s interests will be damaged. In order to avoid this condition, the lawmakers must balance the interests of company and shareholders during the legislation. On one side, give shareholders audit right, on the other side, exercise the right to a certain limit.Our current company law has a significant progress compared with the1993company law, because this law established a system of shareholders’ audit right. But the current clause of company law is too coarse, fuzzy, constantly caused various problems in the judicial practice. Those problems mainly including:Special rights subject qualification regulations are not clear; shareholders of Co., LTD. have no right to consult the accounting books; whether shareholders can employ agent to exercise the audit right is unknown; the right of audit object range is too narrow; the standard of subjective purpose is fuzzy; the way to exercise the audit right is not reasonable, etc. Such problems produced very serious adverse affects, which damaged not only the interests of the company, but also the interests of shareholders.In our country, the judges do not have the right that Anglo-American law system countries’ judges have to make the law, all they can do is to follow the statute law made by the legislature. Therefore, consummates our country’ audit right of shareholders system, reduce legal blank and the uncertainty of justice, is particularly important. Based on the analysis and understanding of the actual situation in our country, draw lessons from the United States, Japan, Britain’s legislative experience, the author think that shareholders’audit right system in China needs to be improved in the following aspects:clear the subject qualification of shareholders’ audit right; give shareholders’right to employment agent to help the shareholders exercise audit right; expand the object of shareholders’ audit right; perfecting the subjective purpose of shareholder audit right; perfecting shareholders direct exercise program; establish indirect way for shareholders to exercise their right.