An Empirical Study On The Exercising Boundaries Of Shareholders' Information Right

The author thinks that in the modern corporate governance model,because the company follows the principle of separation of ownership and management rights,most of the company's shareholders are not directly involved in the company's operation and management.The company's main management rights,decision-making power and management rights are in the hands of the company.In the hands of directors and senior management,the information asymmetry model is generated.It is precisely because most shareholders,especially small and medium-sized shareholders,are in a weak position in obtaining information that the shareholders' right to know and related rights are not effectively protected.In order to prevent the company's directors and senior management's business behavior from damaging the legitimate interests of shareholders,the company's game rules establish the right of shareholders to intervene in their business operations.For example,shareholders can exercise voting rights,voting rights,and participate in business management rights at a general meeting.Shareholders who want to exercise the above rights must first obtain sufficient company information.Therefore,the shareholder's right to know is particularly significant of the stockholder's rights group,that is the precondition for the realization of the entire shareholder's rights,and the shareholder's access rights as a part of the right to know can be said to be the most important.Confirming the shareholders' right to know and strengthening their protection is an important part of the legal system of companies in the modern world.At the same time,the rights design of shareholders' right to know is not only related to the realization of shareholders' interests,but also affects the protection of the company's interests.The system of shareholders' right to know is not only a one-way choice of simply strengthening and protecting,but a game under the balance of interests.The exercise of rights is not without boundaries.The author hopes that through the analysis of empirical data and based on theoretical research,the theory is used in practice,practical feedback theory,to find the rights boundary for the exercise of shareholders' right to know.This paper starts from the judicial practice.Through the design of variables and the selection of samples,the paper firstly sorts out and summarizes the controversial focus and the elements of the judgment of the shareholders' right to know.The research object is the judicial judgment documents before and after the judicial interpretation of the new company law in China.The explanatory variables of concern include the three aspects of subject qualification,improper purpose and scope of observation.Then,based on the existing theoretical results of the company's legal circle,the above empirical findings are explained and explained accordingly.Finally,the premise of the above empirical investigation and theoretical analysis is Based on the author's rough advice.Firstly,a brief introduction to the empirical analysis of this paper is made by "sample selection and variable setting",and the data source of the case sample and the sample and variable setting descriptions of the author's empirical research are highlighted.After that,the basic data reflected by the empirical data is adopted.The situation,the basic data collection and screening of 380 empirical samples,the basic data description of the “trial procedure”,“the plaintiff's shareholder wins the case” and the “defendant company defense grounds”,“shareholder qualification”,“unfair purpose” and “access scope” Finally,the three main contents discussed in this paper are extracted separately,and the empirical-theoretical-suggested writing sequence is carried out.In the conclusion,the whole article is summarized and summarized.This paper studies the legal issues through normative analysis,empirical analysis,and comparative analysis.In the early part of this paper,a large number of empirical sample collection work was carried out,and then the empirical analysis of the sample data yielded some data,and the cases in the screening samples were Interpreting one by one,using empirical data to summarize the improper situation of the exercise of the right to know by our shareholders,discovering the problems of judicial practice in the judgment,and discovering the unreasonableness of the system by standardizing the legislative objectives and value orientation of the specific provisions of the current laws and regulations.At the same time,I will learn from the foreign legal system and give personal advice.The author believes that the shareholder's right to know is the double-edged sword of small and medium-sized shareholders against large shareholders.In the practice of company law,shareholders who hold more shares of the company will impose their personal will on the will of the company for their own desires,making the company become the shareholder.The second personality,while this will lead to conflicts of interest between major shareholders and minority shareholders,must give shareholders the right to know.If the shareholder's right to know is exercised without restriction,the problems described above will inevitably arise,and the power must be limited in order to become a legitimate and reasonable right.Therefore,the author makes recommendations on the exercise of the right to know the right to know from three aspects: in the determination of the qualifications of shareholders,capital contribution is the most fundamental cornerstone of equity,and also the most important link between the company and shareholders,so it is necessary to invest in shareholders.The problematic shareholders have appropriate restrictions;the real “shareholders” are related to the company's rest,and whoever exercises the right to know will not only affect the company's interests,but also affect the interests of other shareholders,so it can be identified by multiple criteria.The qualification of the “hidden shareholders”;the rights of the shareholders must be protected,and the company cannot be harmed by the interests of the shareholders.Therefore,it is necessary to weaken the proof of the damages of the shareholders during the shareholding period.In the judgment of "unfair purpose",it is not possible to copy the legal provisions,nor to be excessively free to choose.It is necessary to clarify the court's criteria for the recognition of "substantial competition";the over-simplification of legitimate purposes brings about the abuse of rights by shareholders in judicial practice.Refining the general criteria of "legitimate purpose" can help reduce the possibility of damage to the company's interests;the company is often caught in the embarrassing situation of proof,the burden of proof and the standard of proof are not static,we can adjust it within the scope of the law..In the breadth and depth of access,the disclosure of trade secrets is sometimes only in the judge's sentence,by setting specific legitimate purposes and necessary proof of responsibility to provide a reasonable path for the judicial practice to access the original accounting documents;all or all All is the proper meaning in business practice.Appropriate expansion of the scope of the law has an unexpected role in protecting the interests of shareholders.