On The Legal Protection Of The Right To Know Of Anonymous Investors

The anonymous investors in the limited liability company are not public shareholders in industrial and commercial registration,but because of the human relationship with other shareholders,they can actually exercise shareholder rights as shareholders.In this regard,other shareholders have no objection,the company also approved.However,the company legislation does not clarify the legal status of anonymous investors,and the current judicial inter:pretation of the Company Law only recognizes the contractual rights and interests between anonymous investors and prominent shareholders.The so-called "shareholder rights" of anonymous investors are only conceptual rights recognized by other shareholders,and are not existing rights protected by law.In reality,anonymous investors,as the substantive shareholders of the company,look forward to legal protection.It is the shareholders,rights and interests under its corporate jurisdiction,not the contractual rights and interests.In the equity system,shareholders' right to know,as the inherent right of shareholders,plays an instrumental and basic role in protecting other rights of shareholders.Therefore,this paper attempts to study the legal protection of the right to know of the anonymous investors of the limited liability company,in order to safeguard the shareholders' rights and interests of the anonymous investors,coordinate the internal interests of the company,and finally realize the steady operation of the company.This article includes three parts:introduction,main body and conclusion.The views of each chapter of the main body are as follows:The first chapter is the theoretical basis of the legal protection of the right to know of anonymous investors.Anonymous investor refers to the actual exercise of shareholder rights in a limited liability company as a shareholder,but the registration of others in the company,s commercial registration book without being registered as a shareholder.The company and other shareholders know and approve it.There are substantive shareholders' rights and obligations between the anonymous investors and the company,while the relationship with the prominent shareholders is the borrowing,embezzlement or false use of the name right or the name right.The right to know enjoyed by anonymous investors belongs to the shareholders' right to know,which is self-interest,instrumental,basic,independent and inherent,and its basic content.Including the obligation to provide corporate information,the active exercise of rights and litigation rights three aspects of the content.It is legitimate and reasonable to protect the shareholders of anonymous investors.The trust system in common law countries is more developed,and the special industrial and commercial registration design can protect the right to know of anonymous investors,while civil law countries generally follow the principle of registration publicity and extemalism,and do not protect the shareholders' right to know.The second chapter is the legislative status and judicial practice of the protection of shareholders' right to know in China.With regard to the protection of shareholders,right to know of anonymous investors,the Company Law has no choice but to leave it blank because of its adherence to extemalism.Although the judicial interpretation confirms the existence of the subject of anonymous investors,it still does not provide applicable specific rules for its legal status and the protection of shareholders' rights and interests,reflecting the hesitant attitude of the highest judicial organs to this kind of issues.The third chapter is the suggestion of perfecting the legal protection of shareholders' right to know in our country.To effectively protect the shareholders'right to know of anonymous investors needs to be done at the same time.In addition to perfecting the legislative rules of the company,the focus of the work is to clarify the specific applicable rules through the formulation and improvement of judicial interpretation.Before the judicial interpretation rules are issued,the efforts within the judicial organ system can also be dealt with temporarily,including:the Supreme Court issues trial guiding cases,the local higher courts issue judicial policy documents and the judges in the cases are active in the administration of justice,and so on.Based on the judicial concept of both protection and restriction,anonymous investors should be restricted in the exercise of shareholders' right to know.Including shareholding ratio,proper purpose and confidentiality responsibility and so on.