Study On Duty Of Directors And Senior Executives In The Lawsuit Of Shareholder's Right To Know

The shareholder's right to know is an important right for shareholders to know the company's business information,and it is also the basis for shareholders to exercise other rights such as voting rights,profit distribution claim and voting right.Information itself is power.Only with full knowledge of the information can shareholders participate in the decision-making,management and supervision of the company.Once shareholders ' right to know is violated or denied,it will make the exercise of other rights may difficult.Therefore,it is proper to ensure the good operation of shareholders ' right to know.In the judicial practice,the number of shareholder's right to know litigation cases is growing rapidly,which has become one of the three types of disputes in the company's internal disputes,and reflects the emergence and intensification of trust cracks within the company.In view of the difficulties and focus of disputes in the judicial practice of shareholders ' right to know,the Supreme People's Court made new provisions on the right of shareholders to know in the judicial interpretation of company law(iv),which was officially introduced in September 2017,in order to solve the existing problems.Through combing the cases of shareholders ' right to know in the 2018,the author wants to understand the effect of the promulgation of the judicial Interpretation of company Law(iv)for more than a year,and also wants to understand the judge's understanding of the issues related to shareholders ' right to know.On the basis of collating relevant cases,we can see that the shareholder's right to know system is progressing continuously,and also see that the provisions of "corporate judicial Interpretation(iv)" On the right to know still have shortcomings.Based on this,this paper attempts to use the case study method to further analyze the case of shareholders ' right to know in a larger number of samples,and selects 325 sample cases and summarizes them,taking into account the relevant provisions on the right of shareholders to know in the judicial interpretation of company law(iv),combined with domestic and extraterritorial theoretical and legislative provisions on shareholders ' right to know,this paper analyzes the problems reflected in the cases and puts forward relevant suggestions for improvement.The first part of the article is the overall analysis and interactive analysis of empirical cases.The first section is the basic analysis of 325 cases of right-toknow litigation,the general description of the plaintiff's litigation reasons,the defendant's defense reasons and the Court's judgment,and the second section is the interactive analysis of the sample case 22 variable comparison,so as to excavate the deep problems in the shareholder's right to know litigation.The second part of the article is the type study of the obstruction of shareholders ' right to know.Through the introduction of several typical cases,from the perspective of directors ' executive obligations,this paper analyzes the theoretical basis behind the cases of directors ' custody obligations,directors ' obligations for special types of shareholders,and puts forward their own opinions.The third part of the article is to the domestic and extraterritorial shareholders of the right to know and the Director of the obligation system,theory and legislation of combing and comparison.and summed up the national shareholders ' right to know and the legislative characteristics of directors ' obligations.The Part ? of the article is to explore how to safeguard shareholders ' right to know by cutting the path of Director's obligation.On the basis of drawing lessons from the experience of extraterritorial legislation,this paper puts forward some perfect suggestions on the judgment standard of duty of care and the refinement of liability.