On Contract Management Of Company With Limited Liability

The system of contract management of company, which came from the period of reform and opening up in China, was a complete new system, which was a outcome of Chinese economical reform and not a successor to the ancient Rome Law, in other words, the Continental law and Anglo-American Law theoretically. Study on this problem could be helpful for exploring the rationality of its existence in theory. Study on this problem could not only be useful for building a governing structure scientifically, efficiently and logically for the modern company, but also for consummating and developing the system, because this problem is highly connected with choice of modes of company's management, juristal personality, governance of company, autonomy of company and even the culture between China and western countries.Nowadays, there is so much phenomena of contract management of company in practice. However, there is no such explicit statement, especially for the effectiveness of the contract in Company Law and other Law. Disputes often lie in the effectiveness of the contract. Interested parties may claim the contract invalidated or validated, according to the profit or deficit. The party issuing contract would claim the contract invalidated and the contractor would claim the contract validated when company gains a lot. On the contrary, the contractor would claim the contract invalidated and the party issuing contract would claim the contract validated. Now, the court upholds, according to the Company Law and other judicial interpretation, that the contract is valid as long as the subject, the offer and promise are correct. However, there is a huge controversy in practice and theory. This problem is a leading edge problem in practice of the Company Law and research on it would be helpful for dealing with such disputes in practice and theory.This article, using comparative analysis method and positive analysis method, on the perspective of law, first of all, makes a brief historical retrospect of company's contract management and then, it details the subject, content, essence and character of the company's contract management. Later, it analyses the rationality of the system of company's contract management. At length, it brings forward application of the system of juristal personality in company's contract management.There are four parts in this article including abstract and epilogue.Part one is about the historical retrospect of the system of contract management. In this part, writer makes a brief introduction on the company's contract management. Then, the writer makes a comparison between the system of company's contract management and the system of responsibility of the contract management state-owed company. The writer makes a macroscopical comprehension on the system of company's contract management by these means.Part two is a summary of the company's contract of the contract management. In business operation, settling a contract reflects company's contract management. So, this part makes an aborative analysis of the contract management on the perspective of subject, content, essence and character, using customary researchful method. Part three is an analysis of the rationality of company's contract management. All the questions, whether this system should be laid down, whether the contract should be protected, are decided by the rationality of company's contract management. There are so many disputes on this problem. So, analysis and discussion on the rationality of the system of company's contract management is a core part in this article. This part, first of all, puts forward all theories on the validity of contract. Then, it gives the writer's opinion on this problem. At length, it analyses the rationality of the system and the validity of the contract on the perspective of microcosmic and macroscopic.Part four is about the solution of disputes in company's contract management. Although there would be many kinds of disputes and defects in the company's contract management, we should not deny it but confirm the rationality and positive significance. The key point to solute this problem is to regulate the defects which are possible in the system. So, this part puts forward a complete new idea that the system of denial of juristal personality could be applied to the company's contract management and it analyses the rationality of application of this system to company's contract management. At length, this part, using a comparative method, introduces the importance of protection on creditor in company's contract management's dispute and the positive significance of perfecting the system of contract management on the perspective of denial of juristal personality in a case.