Research On The Right Of Board Of Supervisors To Acquire Information In Germany Stock Company

More and more academic attentions and concerns at home and abroad have beenpaid on the stock companies, especially the listed companies’ corporate governance.More than that, at the background of frequwent scandals of corporate worldwide, theauthority of checks and balances within the company and the company’s supervisionmechanism problem are becoming the focus of corporate governance. As a statutorysupervisory body, the Supervisory Board of the company doesn’t play its institutionalfunction in practice, the essence of company is "the absence of supervision." InGermany, the birthplace of board of supervisors system is stable functioning andrunning well. It is common for German company board of supervisors’ systemresearch and literature, but more research is carried out for the whole SupervisoryBoard. It is a new perspective for the Supervisory Board of Supervisory System forinformation problems.Based on this, this thesis studies the information problem of the Germany AGSupervisory Board, and does the research of the German company information onissues which are related to the legal issues more in-depth and systematic. Germany AGSupervisory Board’ the Right to Informations is Request Right. Wanted clarity onthe System and the right to request information on the study, research paper wrote thecontent acorrding to the logical order of reserch right.First is Introduction.This chapter includes four parts. First part is the introductionof the background and significance of the research. Second part clears the object of thisstudy and research purposes. Next part is the sum of domestic scholars on the board ofsupervisors system research status and evaluated. Final part is an account of thisresearch ideas and research methods. The first chapter is about the background that how the Right of SupervisoryBoard to acquire information formed. That right based on the board of supervisorssystem, also the right is impossible without the background board of supervisorssystem. Next chapter describes the most representative and typical foundation systemof the Germany Supervisory Board: the system of joint decision, the SupervisoryBoard authorized authority system and supervisors of the company’s accountabilitymechanisms. Taking the approach of historical development and the main system ofSupervisory as the starting point, I further researched the external environmental whichinfluenced the Right of Board of Supervisors to acquire information in Germany stockcompany: equity structure and financing channels, also I explored the cross referenceof these factors and the Right of Board of Supervisors to acquire information. Next, thecontent is mainly related to the development of the Supervisory Board and theidentification of the right of board of supervisors to acquire Information.Thedevelopment of information right took the update of “Share Law” by other laws.Finally, I analyzed the nature of that right.The second chapter focuses the content of the right of the Supervisory Board, theperspective of study focused on two aspects: the ways and means to getinformation,and the subject of rights. The main reason to study the subject and contentof unity that right subject and content information on the specific content of eachcorresponding mutual penetration, closely linked.Within the company, the Board ofDirectors and the Supervisory Board are partners. The access to information is thecommon task of the Supervisory Board of Supervisors and the Board of Supervisors.The Board’s report is the main source to get information which is including the Boardof Directors to provide periodic reports (annual reports, quarterly reports, andefficiency reports), special reports, proposals reports and other relevant reports.The third chapter focuses the content of the right of the Supervisory Board, theexercise and the restriction of the right to information and In addition, of the report ofthe Bord of director the Supervisory Board can also review the company’s accountingbooks and documents, ask workers and employees, and access to information through a third party, through the company secretary and shareholders，a nd other formswhich are independent from the Board When sets the Supervisory Board members whograsp the Confidential information and may have conflicts of interest as a logicalstarting point, followed by the analysis of the "secret" of the concept in the legalprovisions and the specific conditions of the objective component factors. Then thischapter will discuss three aspects: study of the scope and duration of the obligation ofconfidentiality issues, Responsibility of the Supervisors who iolate the obligation ofconfidentiality.The forth chapter focuses on two aspects: Relief and Protection of the right toinformation. Supervisory Board give the Board of information rules， which is a"protect" of the right, the right of Direct accessing and reviewing of the Board ofSupervisors That ruled by the " Share Law" can be seen as the protection of the right toinformation. also the rules of the Board of Directors and the Board’s responsibility forviolations of reporting obligations commence. Finally, the Article discussed theobligations and the right to appeal the board responsibilities in the process ofaccountability in a way of case study.As the main content,the fifth chapter studied improvement of Rules of the rightto information, Taking the Board of Supervisors’ present situation as a starting pointThis chapter analysised on Current Situation of the reason of Supervisory BoardInformation. And the Optimization of rules of Supervisory Board’s right toinformation and finally discussed the optimization of legislative technology from threeaspects: including the content of the right from " Company Law " level and other legalnorms level，the use of multi-level legal norms, establish discretely of "stock law" andthe "limited Corporate law", establish of the special status of the regional members ofsupervisory board.