The Research On The Protection For Creditors’ Benefit Of One-man Company

One-man company is the product of social and economic development, the protection forcreditors’ benefit is related to the healthy development of one-man company. In the real life,in order to improve the protection mechanism to the interests of the creditors and maintain thebalance of interests between one-man company and its creditors, we not only need the marketto regulate our economy, but also need the socialist legal system to standardize. In this paper,in accordance with the questions-raising, problems-analyzing and problem-solving ideas, westart from the basic conditions of one-man company and the analysis of the necessity of thecreditors’ interests of one-man company, combining with the current legal situation of theprotection for creditors’ interests of one-man company in our country to point out thelegislation defects, and then based on some foreign advanced legislation, further to give someconcrete and effective measures to protect interests of the creditors of one-man company.This paper is divided into four parts:The first part is a basic overview of one-man company, including the concept andcharacteristics of one-man company and the analysis of the emergence and development ofthe company. Free transfer of the shares provides the possibility of the emergence of one-mancompany, one-man company has provided a broad market and platform for small investors,high-quality of people living and the single shareholder tend to stimulate the enthusiasm ofinvestors from small and medium-sized enterprises, in addition, it is a trend of thedevelopment of the international company law to acknowledge one-man company.The second part pays more attention to the analysis of the special protection for interestsof the creditors, and points out why we need the " special " protection for creditors. This partfirstly provides the related theory of the protection system of one-man company: the limitedliability of shareholders theory, the social responsibility of the corporation theory, and therelated stakeholders’ theory. Based on these theories, we put forward the necessity ofprotecting the interests of the creditors. Be relative to other companies, one-man company’screditors bear more risk, for example: the character of single shareholder lead to the strongposition of shareholders, the governance structure of one man company is too simple,one-man company’s personality and property are more easily combined with shareholders’, one-man company lurks more moral and even crimal risk and one-man company’s easytransactions will damage the interests of creditors.The third part is the analysis of the legislative status and defects of the protection forinterests of the creditors. At the beginning, we give a description of our legislation, including:legal capital system, the strict-publicity and disclosure system of information, legalmandatory audit system, the system of a natural person’ setting up the one-man company andthe establishment of personality denial. Based on the system,we get the shortcomings oflegislation in our country: the company’s information disclosure system is not specific, theliabilities of directors to creditors tend into blank, one-man company’ s personality denialsystem is not perfect, the capital system has unreasonable factors, corporation’s governancestructure and supervision structure have some defects.The fourth part as the part of the solution, absorbs some suitable legislations of foreigncountries based on our legislation, from the aspects of the company’s information disclosure,the liability of directors, personality denial, governance structure, supervision mechanism andthe regulatory protection for the one-man company in essence to improve the protection forthe creditors of one-man company in our country.