A Study On The Legitimacy Of The Purpose Of The Shareholder's Account Book Inspection Right

According to Article 33 of the company law of the People's Republic of China,the company's shareholders can check the company's accounting books,but there are some restrictions in the process of exercising this right.In short,the purpose of review should be legitimate,otherwise,the enterprise can refuse this act.What is the purpose of legitimacy,according to the interpretation(4)of the company law Relevant provisions,that is,the judicial interpretation to a certain extent to give useful guidance to the judicial trial.At the same time,it should be noted that improper purpose,as a subjective consciousness of the actor,has great difficulties in subjective identification and value judgment,and has not formed a unified standard in China's judicial practice.This paper mainly uses the methods of comparative analysis and case analysis to study the irrationality of the current law in the determination of the legitimacy of shareholders' purposes and the problems in its judicial application,trying to build the rule system of the determination of the legitimacy of shareholders' purposes and put forward some suggestions for the improvement of the relevant system.This paper mainly includes four parts.The first part combs the legal basis of the purposive legitimacy of shareholders' access to account books,and sorts out the current judicial practice in China.The legitimacy of the purpose of inspection right is based on the protection of shareholders' right to know and the rights and interests of the company,and the goal is to pursue the balance of interests.The second part of the "interpretation of the company law(4)" Article 8 to carry out a specific analysis of the "horizontal competition","may damage the legitimate interests of the company","has damaged the interests of the company" and the fourth catch-up clause to explore the limitations of the current legal provisions and specific issues in the application of the law.The third part explores the presumption principle and rule construction of whether the purpose is legitimate or not.Whether the presumption purpose is legitimate or not should adhere to the three principles of full exercise of rights,prohibition of abuse of rights and limited exercise of rights.Secondly,according to the main body,it constructs the identification rules,that is,from the perspective of shareholders to infer the legitimacy of the purpose and from the perspective of the company to infer the illegality of the purpose,so as to provide reference for judicial practice Provide the right guidance.The fourth part puts forward the specific measures to improve the legitimacy of the purpose.Firstly,it defines the connotation of "legitimate purpose" and improves the negative listing situation to supplement the general connotation.Secondly,it clarifies the distribution of the burden of proof of the company and shareholders,and further refines the distribution of the burden of proof.Finally,it explores the introduction of independent inspector system and guarantee system into the legitimacy of the purpose It can not only better protect shareholders' full exercise of the right to know,but also ensure the legitimate supervision of shareholders' rights,prevent the abuse of shareholders' rights,and lay the foundation for avoiding the damage to the legitimate rights and interests of enterprises.