On Inspector-appointing Right System Within Corporate Governance

Shareholders of company are not only investors but also ultimate beneficiaries of company's assets and benefits. There are general regulations about shareholders'rights in almost every country's company law, such as information rights to look up records, books and other files and supervisory rights, but how to protect such rights is still a disputable problem. Lots of right conflicts exist inside the corporation. Therefore, within corporate governance it is hard to keep balance between company and shareholders. Many countries have made a great quantity of laws and establish systems to enforce the rights of shareholders according to their tradition and customs, among which is inspector-appointing system. The inspector-appointing system protects the rights of shareholders, induces company cost and improves efficiency and fairness. However, there are just a few of laws and regulations which protect the rights of shareholders. In this article author fixes eyes upon the system, analyzes it, and make a conclusion that is to learn from foreign countries and improve our legislation to protect shareholders'rights, especially the right to appoint inspector.This article is composed of six parts. The preamble is to bring out the problems and the meaning to study the shareholder's right of inspector-appointing.The first part focuses on tracing back the history of shareholder's right of inspector-appointing. The right comes from with development of shareholders'information right and supervisory right. The second part studies the contents and characters of shareholder's right to appoint inspector. It is hard to say whether the right is information right or supervisory right, intrinsic or extrinsic, single right or collective right, and self-oriented right or staff-oriented right. This part will analyze it in detail.The third part is the analysis on the function of inspector-appointing system. The system does not only help shareholders to obtain necessary information of company but also induces speculating or abusing the right and improves efficiency and fairness.The fourth part is introduce about and comparison of the system abroad and analysis on the difference in legislation between countries.The fifth part further analyzes the defects of present conditions of our companies and makes a conclusion that it is necessary and feasible to introduce the system.The sixth part, based on the comparison and analysis above, further puts forward specific regulations to protect shareholders'rights and establish inspector-appointing system. Firstly, objective restriction of exercise shareholder's right to appointing inspector should be strengthened, which includes the time and proportion of shares e.t.c. Secondly, there must be some procedures which shareholders should comply with. Thirdly, inspector(s) appointed should be qualified, independent from the company or its members. Fourthly, inspector(s) appointed have many rights and powers while inspecting, such as the right to consult original documents of company.The article also cares about conclusion the inspector makes and obligation and responsibility of inspector.The last chapter brings out several opinions and advices on how to improve the protection of shareholder's right to appoint inspector in a macroscopical view. The author hopes that after the protection of shareholder's right to appoint inspector is strengthened, the shareholders can participate in the operation of corporation more positively and effectively, and the investors'needs to establish the corporation can be satisfied in maximal extent, thus, we can enhance development of the corporations.