Study Of The System Of One-man Company

One-Man Company whose shares or capital belong to one person is new pattern company, because it has an advantage over solely-owned company and limited liability. One-Man Company resulted from the development of market economy when the individual operator Who offered money made the proprietorship into a limited liability company or joint-investment form only for the purpose of pursuing fortune of the limited Liability .At the beginning of the development of the corporation law, limited by the theory that corporation is one of the incorporated associations, One-Man Company wasn't brought into the revision of the corporation law. With the development of economy, more and more One-Man Companies appeared in the economic life and their status and affect also became more and more prominent. As a result, de facto One-Man Company has been recognized by many countries, and it has been developing vigorously all over the world since the case that Salomon v. Salomon & co. Ltd. was determined in Britain in 1897.In 1925, Leichtenstein created a precedent for recognizing One-Man Company from the angle of legislation, which was followed by many other countries, such as France, Germany, Japan, the United States, etc.At this late hour, however, One-Man Company hasn't been recognized in the corporation law in our country. Only solely state-owned operating company and solely foreign-owned company are allowed to exist. Seen from the development track of the world corporation law, there are many advantages to admit the legal state of One-Man Company and give all the principal parts of investment an equal chance to set up One-Man Company, which is vital not only in improving Chinese corporation law and free competition in Chinese market economy, but also in bringing about a prosperous private economy and taking part in international market competition. At same time, it can reduce the dispute caused by the nominal shareholders in de facto One-Man Company. Therefore, problems relating to whether to admit One-Man Company, and how to legislate should be solved as soon as possible in our country.In view of this subject, in the first part, this essay starts with some basicproblems of One-Man Company in which it expounds various aspects of One-Man Company in a systematic way, such as its concept, its characteristic, its type, its objectivity of existence and its comparison with ventures exclusively with one's own investment, etc. This essay, then, through the methods of comparison and history, investigates the legislative status quo in two big law systems and clarifies One-Man Company's development and its status in reality which will provide some reference basis for the legislation of One-Man Company in China. In part two, this essay makes further discussion on the legal character of One-Man Company and analyses its challenge to the traditional company's provisions, what's more, it points out a lot of disadvantages of One-Man Company's existence and the significance of how the character of legal person challenging legal rules in One-Man Company. In the third part, this essay first sets forth One-Man Company's legislative status quo in China and some problems in its existence, then, it makes a thorough inquiry about the necessity of setting up One-Man Company in China. Finally, the essay provides some tentative ideas for its legislation in China.