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继上期就新公司法中关于注册资本分期缴付制和股东可约定不按出资比例分红的问题的探讨之后,本期将集中探讨关于小股东利益的保护问题。Q3．关于小股东利益的保护新公司法在保护小股东利益方面做了大量的努力。总体上来讲,这些努力对于改善中、小股东的地位具有积极作用,但同时也带来了不少问题。1．关于查账权新公司法赋予有限责任公司的股东查账权,即有限责任公司的股东可以要求查阅会计账簿,如果被拒绝,则有权诉诸法院。同时,新公司法也规定,公司如果有合理根据认为查阅会计账簿有不正当目的,可能损害公司合法利益的,可以拒绝提供查阅,但应当在股东提出书面查账要求后的15日内做出书面答复,并说明理由。
Following the discussion of the issue of the installment payment system of registered capital and the shareholders ’agreement on the non-contribution ratio in the new company law, the current issue will focus on the protection of minority shareholders’ interests. Q3. Protection of the interests of minority shareholders The new company law has done a great deal of effort in protecting the interests of minority shareholders. Generally speaking, these efforts have played a positive role in improving the status of small and medium-sized shareholders, but they have also brought many problems at the same time. 1. About audit rights The new company law gives shareholders the right to inspect limited liability companies, that is, shareholders of limited liability companies can request access to accounting books, if denied, they have the right to resort to court. At the same time, the new company law also stipulates that a company that refuses to provide inspection if it has reasonable grounds to believe that it has improperly accessed its accounting books may harm the legitimate interests of the company, but should make a written reply within 15 days after the shareholders request written inspection , And explain the reasons.