Research On Copyright Collective Management Organizations' Internal Governance

Copyright collective management has two layers of value.Firstly,copyright collective management organizations(CMOs)collectively license rights,collect and distribute fees which significantly reduce transactional cost;secondly,as a consequence of right holders' union,CMOs improve their status and profit in the rights license market.These two layers of values make CMOs irreplaceable in the context of digitalization and globalization.However,in practice,CMOs' may face collective management failure due to the imperfect internal governance.Power structure and code of conduct are the keys to improve CMOs' internal governance.Reasonable power structure helps members to control the organization effectively against agency problem.Base on organization theories and CMOs'experiences,concentration of voting rights may solve agency problem effectively and improve organization's performance.The value of code of conduct is to help CMOs create good standard of activity and observe,assess and improve practical management.Theory of good governance is suitable for CMOs to design a code of conduct.Based on theory of good governance,CMOs' code of conduct can be design from four latitudes,such as efficiency,transparency,accountability and engagement.The article discusses and learns opinion from relative theories,legislation and practice.CMOs in China are right now on the initial stage of development and improving internal governance should be superior to legal reform.Power structure and code of conduct are also the keys to improve CMOs' internal governance in China.The thesis is divided into five chapters.The first chapter reviews current researches on relevant definition and background of copyright collective management and CMOs.It suggests that there is a close connection between collective management failure and internal governance imperfection and improving internal governance system may help to solve the problem;The second chapter focuses on the theoretic framework of CMOs' internal governance.It suggests that relationship between the organization and members is the core of CMOs' internal governance and the design and enforcement of member's rights and obligations will largely affect the effect of internal governance.It is necessary to have basic theories in building internal governance system and designing members' rights and obligations.Firstly,Sinacore-Guinn and Ficsor's research can help to form basic principles of internal governance.These principles are principle of private right,principle of limited collective management,principle of fair and equality,principle of member orientation.With the guidance of these principles,CMOs can optimize their internal governance and member's rights and obligations by improving their power structure and code of conducts;The third chapter uses economic theories to solve CMOs' "agency problem"."Agency problem" is the key to analyze organization's performance in economic theories.This paradigm can be also applied to private CMOs,but it is necessary to realize the characteristic of person cooperation of CMOs and the relationship between voting rights and ownership of the organizations.Then,the chapter suggests a solution based on the distribution of voting right of CMOs to solve the agency problem.An examination on the legitimacy and rationality of the solution is given out afterwards;The fourth chapter uses the theory of good governance to constitute CMOs' code of conduct.The theory of good governance has not been fully developed,so the thesis applies this theory conservatively.It is suggested that eficiency,transparency,accountability and engagement should be the most important aspects in improving CMOs' code of conducts based on the theory of good governance.The chapter also criticized some unreasonable ideas about CMOs' conducts;The fifth chapter starts with the problems in China and points out that CMOs in China are currently still on the initial stage and improving internal governance may be more suitable for the CMOs in China and the thesis provides suggestion of improving power structure and code of conduct for them base on the previous conclusion of economic and managerial analysis...