中國의 株式會社(고분유한공사)制度에 관한 硏究 = 韓國株式會社法과의 比較를 中心으로

Abstract

This thesis is a comparative study on Corporation System in China and Corporation System in Korea. The author tries to find out the similarities and differences. also legal principal differences from the two systems.

In the respect of Chinese Corporation System, the study bases on Chinese Corporation Law in cooperation with Corporation Law in China, which issued in December, 1993, and other related laws and regulations, such as the Corporation Standardizing Suggestions, the Joint-Venture Corporation Law of People's Republic of China, and the Corporation Registration Management Methods of People's Republic of China. Chapter 1 is the introduction. Chapter 2 is the stimulation and structure of China Corporation Law. Chapter 3 discusses the categories of Chinese corporations. The core of this thesis lies in Chapter 4, it is a complete discussion and analysis of Chinese cooperation system. It includes the foundation, the capital system, the stock and stockholders, the functional bodies, the bonds, the accounting methods, the change of stock prices, the merger and division, the change of organizations, the bankruptcy, the winding up, the liquidation, and the penalty regulations. Chapter 5 is the conclusion.

According the conclusion, the author gives six suggestions as follows:

(1) The Chinese Corporation Law needs consolidation. It is more comprehensive to add omitted laws, orders, and regulations which concerning corporation affair, The only statute is not enough. Also, principle and justified customs should be incorporated.

(2) It is necessary to increase corporation categories. In China, as one of supplementary forms, stock cooperation companies exist widely except private companies and stock corporations, it should be accepted and embodied in statute. Besides, the application scope of one man company should be enlarged.

(3) The foundation conditions of Corporation need to be loosen. While, in order to be against the abuse of the condition regulation, it is necessary to issue strict inspection system.

(4) The voting regulations of board need to be ameliorated. It is suggested to stimulate the member number and the ratio of voting rights.

(5) The rights of minor stockholders must be protected. It is not enough to only stimulate the rights of stockholders, the specific procedure of the guarantee of rights also needs to be stimulated.

(6) The stimulation of organizations needs to be amended. In respect to Chinese Corporation Law, the rights of "General Manager" need to be identified. Furthermore, it is not enough to only stimulate the rights of inspection bureau, the specific procedure of the guarantee of rights also needs to be stimulated.