Shareholders’ Control over Companies’ Management as one of the Features of Governance: A Comparative Study of the Egyptian, Kuwaiti and French Laws

Prof. Hammad Mustafa Azab
Head of the Commercial and Maritime Law Department Dean of the Faculty of Law – Assuit University – Egypt


This research deals with the rules controlling the shareholders’ right of temporary control over company management, that takes place concurrent with holding annual general meetings of shareholders, and permanent control over the company.
The first part of the research focuses on the control practiced by shareholders before and during the annual general meetings. This part reveals the shareholders’ right to attend the general meetings and inspect the documents and information available before the general meeting. This part also examines the scope of the right and the rules through which the shareholders practice it.
The second part deals with the permanent control that shareholders can exercise over the course of the year. This part examines the shareholders’ right to see the company’s documents, assess its circumstances and the rules governing the shareholders’ right to check on the company’s overall performance. This part also deals with the other means of control over companies by examining the general assembly of shareholders’ right to practice on behalf of the company, besides the shareholders’ right to dismiss the board of directors’ members, to sue them, and to resort to the ‘nullity suit’ against decisions taken by the general assembly and the board. Moreover shareholders can exercise control through the appointment of auditors and the inspection of the company’s financial practices.
The research concludes that shareholders’ control over the management of the company is based on the effectiveness of the rules controlling the shareholders’ right to attend general committees, as well as the extent to which they are capable of seeing the documents and information related to the company before and after the general meeting and the systems adopted by the company in preparing and organizing their books and accounts.

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