The shareholders of a company are the investors and investors of the company, and are the ultimate owners of the company's assets. The main purpose of shareholders investing in and establishing a company is to obtain returns. Therefore, shareholders have the right to understand and be informed about the company's production and operation, earnings status, and other company affairs, which means they have the right to be informed. The current Company Law stipulates that shareholders of a company can access and copy the company's articles of association, shareholder meeting minutes, board meeting resolutions, supervisory board meeting resolutions, and financial accounting reports, and may require access to the company's accounting books. In previous judicial practice, there has been some controversy over whether shareholders have the right to access accounting vouchers and whether parent company shareholders have the right to access relevant materials of wholly-owned subsidiaries. The new revision of the Company Law has made relevant supplements to the provisions on the right to information of shareholders.

1、 Scope of documents for shareholders to exercise their right to information

The scope of documents for shareholders to exercise their right to information includes: (1) the scope of documents to be reviewed and copied: retaining the company's articles of association, shareholder register (limited liability company), shareholder meeting minutes, board of directors meeting resolutions, supervisory board meeting resolutions, financial accounting reports, and adding a new shareholder register for limited liability companies, while deleting the corporate bond stubs for limited liability companies. (2) Scope of documents for review only: Keep the company's accounting books and add new accounting vouchers (limited liability companies have the right to review for shareholders who individually or collectively hold more than 3% of the company's shares for more than 180 consecutive days, except as otherwise provided in the articles of association).

According to the Accounting Law, the registration of accounting books (including general ledger, detailed ledger, journal and other auxiliary accounting books) must be based on audited accounting vouchers; Although accounting vouchers (including original vouchers and accounting vouchers) are not within the scope of accounting books, accounting original vouchers are the basis for creating accounting books and reflect the authenticity and completeness of accounting books. Shareholders have the right to access accounting vouchers, which is necessary and has a confirmatory effect on the access to accounting books. Therefore, in previous judicial practice, there were many shareholders who filed a lawsuit to the court to view the company's accounting vouchers. However, the court often approached it from a cautious perspective, and in cases where the law did not clearly state that shareholders had the right to view accounting vouchers, most of the shareholder's lawsuits were not supported. But in the future, there will be no legal barriers for shareholders to request access to accounting vouchers from the company.

2、 The scope of the exercise of the right to know by shareholders of the parent company extends to wholly-owned subsidiaries of the parent company

Under the new Company Law, the object of shareholders' right to know extends not only to the company, but also to its wholly-owned subsidiaries. That is, shareholders of the company have the right to access and copy relevant materials of wholly-owned subsidiaries, and the scope of materials is consistent with the scope of materials that shareholders have the right to access and copy of the company. In previous judicial practice, there have been cases where parent company shareholders claimed to exercise the right to know over subsidiaries, but courts often consider the independent personality of subsidiaries and generally do not support such requests from parent company shareholders. However, in the future, there will be no legal barriers for shareholders of the parent company to request access and copying of relevant materials from wholly-owned subsidiaries.

3、 Increase ways for shareholders to exercise their right to know

The current Company Law does not specify whether shareholders who exercise their right to know can entrust others, while the new Company Law stipulates that shareholders who exercise their right to know can entrust intermediary institutions such as accounting firms and law firms to review and copy relevant materials. To avoid the leakage of relevant information causing losses to the company, the new Company Law also stipulates that intermediary agencies have the obligation to keep confidential the state secrets, trade secrets, personal privacy, and personal information they have obtained.

4、 Pre procedures, limitations, and remedies for shareholders to exercise their right to know

In accordance with the current provisions of the Company Law, if shareholders request to access the company's accounting books and vouchers, they shall submit a written request to the company, explaining the purpose. If the company has reasonable grounds to believe that shareholders have improper purposes that may harm the legitimate interests of the company, it may refuse to provide access (reply in writing to shareholders within fifteen days and explain the reasons). If the company refuses to provide access, shareholders may file a civil lawsuit with the court.