Study On The Application Of Shareholders' Right To Know

Shareholders' right to know is accompanied by the separation of management right and ownership of modern companies.More and more shareholders only invest but do not participate in company management.Information asymmetry leads to the weak position of some shareholders,especially minority shareholders.However,in the process of exercising the right to know,shareholders may touch on the company's trade secrets,especially the core trade secrets--the original accounting documents that accounting books rely on.How to balance the interests of the company and shareholders has become the focus of theoretical and practical research.This paper adopts literature research,case study and comparative study law research methods,based on the analysis of the company law of our country and promulgated on September 1,2017 implementation of the supreme people's court on some issues of applicable<>company law of the People's Republic of China regulations(4)and the relevant provisions of the concrete practice of the judicial practice in our country,on the basis of draw lessons from the beneficial experience of abroad at the same time,the protection of the shareholders' right to know and find a suitable for China's national conditions.In the first part of this article,through sorting out the legislative process of shareholders' right to know,it can be seen that from the introduction of "company law" to "judicial interpretation of company law(iv)",China has continuously improved and revised the relevant content of shareholders' right to know,and tried to prevent the abuse of shareholders' rights on the basis of balancing the interests of shareholders and the company.However,we should also see that there are still many difficulties in the identification of the shareholders' right to know dispute in judicial practice.The second part of this paper mainly introduces the relevant regulations on shareholders' right to know in Anglo-American law system and continental law system countries.On the basis of the analysis of the relevant regulations in these countries,combined with the actual situation in China,the mature and perfect legislative model and relevant regulations are used for reference,so as to make up for the loopholes in the existing regulations.The third part of this paper studies the subject's eligibility for the right to know of shareholders in China,focusing on the analysis of the subject's eligibility for the right to know of hidden shareholders,defective shareholders,original shareholders,new shareholders and parent shareholders,and how to realize their shareholders' right to know.The fourth part defines the object scope of shareholders' right to know,and focuses on the analysis of whether the disputed materials such as "original accounting vouchers and accounting vouchers" and "board meeting minutes" can serve as the object of shareholders' right to know."Original accounting documents and accounting documents”can allow shareholders to exercise the right to know under certain circumstances.From the perspective of the nature of board meeting minutes and the protection of the independence of the company,they are not suitable as the object of the right to know.The fifth part mainly discusses the procedure of shareholders' right to know.It mainly analyzes and studies several cases of "improper purpose" listed in"judicial interpretation of company law(iv)",finds out the reasons of application dilemma in judicial practice,and puts forward feasible opinions.At the same time,the author also puts forward his own views and Suggestions on the issues concerning the burden of proof of legitimate purpose and the relief of shareholders' compensation for damages.Based on the in-depth analysis of existing laws and judicial interpretations,this paper summarizes the problems existing in the implementation of the shareholders'right to know system in China.At the same time,through the summary of foreign experience,and combined with the actual situation of our country,find out the shareholder's right to know in the theoretical and practical areas of great controversy problems.