On The Contract Potency And The Responsibility Before The Establishment Of The Company

It is significant to successfully sign a contract before the establishment of the company. It seems that it has no serious influence to the development of the company, but the contract will have direct influence on all quarters to their own transaction benefit and transaction risk according to the different limits of the potency and their responsibility. Thus it will affect participants'confidence in the investment or the transaction. Therefore it is a theoretical and practical question on how to limit to make all quarters'benefit balanced.People from foreign countries have paid more attention to this question and the massive related legal precedents and the massive articles stipulated all involves this question. And they have provided the corresponding methods and the evidences to solve this question. We can use the experience of other countries for reference. But most companies do not have the contract in our country before, and the corporation laws lack of enough stipulations about it. The purpose of the article is to conduct the thorough research on the potency and responsibility before the establishment of the company and has the model to our country's related legislation and judicature on theses questions by analyzing British,American legal precedents and laws and other countries'stipulations with the combination of our country's present legal system.There are three parts in the article: introduction, main body and conclusion.The introduction part mainly introduces the object of discussion and the purpose of the writing in the article.The main body divides into four chapters. First, it carries on the thorough inspection and analysis to the contract content before the establishment of the company from the systematization, and reinforces the necessity and environment of its existence, and carries on classification to it. Thus it constructs the framework for further studies. Second, it studies the contract, as a concrete subsystem, before the establishment of the company, and it carries on the analysis to every main body'limits and get their advantages by comparison. Third, it analyzes the contract potency by taking its classification as the framework before the establishment of the company, and analyzes current problems existed in our country and its solutions by comparison. Then it proposes the corresponding viewpoint in line with the practical manner as well as the respect of civil law principle on meaning with the freedom of contract. Fourth, it similarly conducts the research on the responsibility of each country's companies on the basis of the classification before the establishment of the company and also carries on the analysis to the domestic experts'viewpoints. Then it proposes the concrete theory construction, and the rule of the construction process is to have a careful division on the responsibility of the contract. Finally, it points out the main bodies to undertake the responsibility and the way to undertake the responsibility on the basis of the practical matter and the respect of the meaning.The conclusion part carries on the concrete summary to the text.