| In the historical practices of China's construction of market economy, the merchant legal institution has fallen behind other legal institutions. Although we can not deny there do exist a number of merchant legal intitutions which have different names and different functions, and we can call them as Chinese -Foreign Capital Joint Ventures Law of P.R.C enacted in 1979, General Principle of Civil Law enacted in 1986(special regulations concerning sole industrial-commercial household, general partnership, enterprise legal person, joint-operating business) , Law on Foreign-Capital Enterprises of P.R.C enacted in 1986, Temporary Legal Regulation on Sole Industrial-Commercial Household of Town and Country enacted in 1987, Law on National Ownership Industial Enterprises of P.R.C enacted in 1988, Law on Chinese-Foreign Operating Joint Ventures of P.R.C enacted in 1988, Temporary Legal Regulation on Private-Operation Enterprises enacted in 1988 , Registration Regulation on Enterprises Legal Person of P.R.C enacted in 1988 , Regulation on Collective Ownership Enterprises of Rural Counry enacted in 1990, Regulation on Collective Ownership Enterprises of Town and Country enacted in 1991, Company Law of P.R.C enacted in 1993, Registration Regulation on Company of P.R.C enacted 1994 , Commercial Bank Law enacted in 1995, Parntership Enterprises Law of P.R.C enacted in 1997, Sole Proprietorships Law of P.R.C enacted in 1999 and so on, the merchant legal institution is not as capable as its counterpart in western country. The Short Supply ,the Dislocations and the Exceeding Supply of merchant legal institution varies from the value location, the principle design and the regulation article. On the one hand, the contemportary Chinese social transformation do need effective merchant legal institutions, on the other hand, the reality of contemportary Chinese social transformation can not cope with the transformation practices. The serious contradiction of the supply-demand model of merchant legal institution has to be the start point of the thought and logic of my dissertation. On the basis of that, firstly, the dissertation researches the background of merchant legal institution----the social transformation, after comparing the different power mechanisms and characteristics, the dissertation concluded that: With"the people on the commercial law"and the business operating capacity as its institutional connotation, the company and parntership as the main organization formation, the modern merchant legal institution is the inevitable requirement and certain result of the modern western social transformation, on the contrary, the special social transformation of China cannotbreed the merchant legal institution.It's the specialities of Chinese social transformation which have been the essencial restricting contributing factors for the merchant legal institution. With these restriction, Chinese merchant legal institution has to face a lot of difficults .which including, the pathdependencies, the multiplied objectives, the complicating comflicts of interests and the difficult to keep consistency and stability.Deciding by the Chinese social transformation, The institution construction can not solve the problems of Chinese merchant legal institution thoroughly. The life of Chinese merchant legal institution comes from the formation of civil society mainly constituted by merchants and the successful experience of the Chinese social transformation.The dissertation has been divided into eight parts.Part I: prefaceUsing the montage and romantic free sketching, this part splashes the outlines of social transformation, merchant and merchant legal institution. From the standing of idealism and ramanticism, this part makes the interpretation of the reason why I research on the merchant legal institution in the background of Chinese social transformation.Part II: General IntroductionRaising of the Problem, making definition of the objects, introducing of the research approaches , logics and structures and summarizing the values and innovations consistute the first of social science research procedure. Borrowing from approaches of the institutional economics, on the basis of the past researches, this part generally grasps the key link of the whole dissertation, raises the problem, makes definition of the research objects, intruduces the research approaches, logics and structures and summarizes the values and innovations of the research.Part III: The Analysis&Explain of Chinese Social TransformationWith the examination and analysis of social transformation, basing on the theory of social transformation and its relating theories, comparing with the international modern social transformation, this part summarizes the periodical limitation, the power mechanisms and the characteristics of the Chinese social transformation. The research of this part shows that: As the dynamic and physical fundation of merchant legal institution, beginning in 1840, the Chinese social transformation is definitely different from the western social transformation. To the aspects of the dynamic, Chinese social transformation originated from its "first theme"; to the aspects of charcteristics, the the protracted nature.the unity ,the complexity and the cataclysminfluence each other.Part IV: The Research Frame of Merchant Legal InstitutionBeginning with the research of merchant, aid of philosophy, economics, politics, sociology, literature and law, this part gives the comprehensive analysis on merchant's obstraction , merchant's natures , merchant's essences and the legal regulation of merchant. Beyond the foregoing, extracting the general institutions of modern western merchant legal institution, this part concludes that the research frame of merchant legal institution should include the institutional connotation , the institutional formation and the institutional effects of the merchant legal institution. Afterwards, connecting institutional analysis , qualitative analysis with quantitive analysis especially OLS regression, the research of this part shows that: including "the people on the commercial law"and the business operating capacity as its institutional connotation, the company and pamtership as the main organization formation, the modern merchant legal institution is the inevitable requirement and certain result of the modern western social transformation, it's the result of the evolution of western social transformation, the institutional effects of merchant legal institution not only has microcosmic effects but macrocosmic effects, it has positive effects on the social transformation.Part V : The Institutional Change and Problems of Merchant Legal Institution in the Background of Chinese Social TransformationOn the basis of the foregoing analysis, using historical analysis, institutional analysis, comparative analysis, case analysis and chart analysis, this part orientated at the concrete present. The reasearch of this part shows that: Chinese social transformation needs effective merchant legal institution. As the enrichment of "Chinese Problem" and "Life Problem", the efficiency of merchant legal institution in the background of Chinese social transformation has been affected by its obligable change model, the serious contradiction of the supply-demand model of merchant legal institution expresses as short supply , dislocations and exceeding Supply.Part VI: The Contributing Factors and Influences of the Problems of Merchant Legal Institution in the Background of Chinese Social Transformation Guiding with the Marxism, this part explores the contributing factors of the problems of merchant legal institution in the background of Chinese social transformation with two aspects. The research of this part shows that: the characteristics of Chinese social transformation is the essential contributing factors of the problems of merchant legal institution in the background of Chinese socialtransformation; moreover, the nature of transplant and dependence of Chinese merchant legal institution is the direct contributing factors of the problems of merchant legal institution in the background of Chinese social transformation. The inefficiency of Chinese merchant institution leads the negative influences on the Chinese social transformation.Part VD: The Construction of Merchant Legal Institution in the Background of Chinese Social TransformationTo enhance the efficiency of merchant legal institution in the background of Chinese social transformation, to solve the problem of merchant legal institution in the background of Chinese social transformation, to satisfy the objective needs of Chinese social transformation, according with the Weber's formation rationality and essence rationality, following the step from the metaphysics to reality, with the aid of Probit regression, this part reconstruct the merchant legal institution from value, principle and institution system. The research of this part shows thatThe appropriate merchant legal institution in the background of Chinese social transformation should make its value orientation on "operating profif.choose the "effiency principle"and "safety principle"as its essentical principle, and integrate the whole legal system with "the people on the commercial law"and the business operating capacity as its institutional connotation, the company and parntership as the main organization formation. This kind of legal system can not only solve the existing problems but aslo realize the effects of merchant legal institution and push the Chinese social transformation forward.Part Vl:Concluding RemarksThe life of law has been experience it has not been logic. The life of Chinese merchant legal institution comes from the society which merchants has their practices. The life of Chinese merchant legal institution depends on the formation of civil society mainly constituted by merchants and the successful experience of the Chinese social transformation.
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