股东知情权制度研究法学专业论文.docxVIP

1 1 2 2 Abstract Upon the company management principle of “the separation of ownership and management rights”, most shareholders do not participate directly in the operation and management of the company. The shareholders, in the terms of information are not commensurate with the company management layer. So the company management can quite easily take advantage of the information superiority to impair the interests of shareholders. Therefore, shareholders pay more and more attention to the basic rights of the shareholders— the right to know. Our new Company Law, which bases on the old “Company Law”, improves and perfects “the right to know”. But there are still certain inadequacies. This dissertation starts from the content of the shareholders’ right to know the content, referring to regulations of other countries’ on the shareholders’ right to know, analyzing weaknesses of the right to know of our shareholders. Then on this basis, put forward the suggestions for improvement. The first part is the basic theoretical analysis of the shareholders right to know. First, introduce the concept of the shareholders right to know, and point out that the shareholders right to know is not a collection of individual rights, but a series of rights. The shareholders rights to know can be divided into the negative ones and active ones. Negative rights to know mean that the company bears obligation of making and preserving relevant material, and the obligation of preparing, delivering, publishing and discoursing information, in order to guarantee the exercise and achievement of shareholders’ right to know. Positive rights to know include the right of reference, inquiry and appointment and nomination of scrutator. Secondly, the introduction of the main qualifications shareholders right to know, whether the flaws of capital to shareholders, and shareholders of parent and subsidiary companies, and other special entities entitled to do the interpretation of shareholders right to know;