Abstract
The Company Law (Gongsi lü 公司律) promulgated by the Qing court in 1904 was China’s first national company law. Its provisions provided formal written legal protection for shareholders’ inspection rights, with safeguards against abuse. Actual implementation of the law, however, was disappointing. Shareholders of Guangdong Railway Company (yuelu gongsi 粵路公司) tried twice to exercise their inspection rights in 1906 and 1909, organising special audits of the company’s accounts. Government officials, however, were reluctant to challenge the local gentry-merchants (shenshang 紳商) who controlled the company, so the Company Law was not enforced effectively. Shareholders failed to complete the two special audits. With weak official enforcement, there was inadequate protection for shareholders’rights.
Keywords
Company Law (Gongsi lü), Commercial Law (Shang lü), Shareholder Inspection Rights, Rights to Inspect Corporate Books and Records, Guangdong Railway Company (yuelu gongsi)
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