Heterogeneity And System Construction Of The Enterprise Internal Contract

The enterprise internal contract refers to the internal contracting division agreement between the enterprise and the enterprise internal staff signed for the enterprises within a certain period of time in a certain range management authority. The agreement creative the legal relationship of two aspects. The enterprise and internal staff make an division of rights and obligations. To the outside, the employees in the name of the company engaged in the production and operation, have a certain relationship of rights and obligations with the third party.The enterprise internal contract is the result of market choice. Especially is used widely in small and medium-sized limited liability company. In recent years, under the background of SBU business model, the enterprise internal contract is also widely used in limited company. However, what enterprise internal contract is and its nature,type, effectiveness and judicial opinion all have no uniform opinion.Debate about internal contract effectiveness more focus on whether there is a conflict with the company law of the provisions of the company "separation of powers" hierarchical structure. But without analysis the way to better use it from the perspective of market management and enterprise operation. Not set system of rules. It’s more pressing to define its nature and perfect the rules under the background of the growing number of companies using the enterprise internal contract.The first part,the article starts from discussing the background of the enterprise internal contract. Analyze the root of enterprise internal contracting, its role and realistic significance. Clear the concept and type then put forward in this paper,that the main research object is the internal contract of independent type. The internal contract for management belongs to the enterprise internal management measures, have no external effectiveness. The company law should not interfere with it. Therefore there is only a simple introduction.The second part,the article gives a brief introduction to the current academic circle views on enterprise internal contract effectiveness and put forward the author’s own views. The academic point of view is mainly divided into three kinds: "invalid said", "effective" and "compromise". The analysis is focused on whether it violates the mandatory norms of the company law. The author start with analysising whether the company law of the relevant specification is "mandatory norms". Then try to analyses whether the impact of enterprise internal contract on the company is contrary to the basic principles and the spirit of the company law. The author think the regulations of the company law on the "shareholders", "board of directors", "board of supervisors" is not mandatory norms. Internal contract is a kind of a new management pattern, conform to the company’s spirit and also in line with market demand, we should not deny its significance and effect.The third part,fully understand the enterprise internal contract. The premise of exploring its effectiveness is knowing the differences between the enterprise internal contract and other civil acts and analysing on the heterogeneity. Mainly aimed at compare with its very similar callings, the affiliated, agent, contract responsibility system, etc. Research the particularity of the enterprise internal contract in comparison.The forth part, according to the collected data, in view of the practice of enterprise internal contract dispute judicial handle disagreement, regulation is not unified situation, the author thinks that we should speed up the construction of the adjudication of the dispute of judicial explanation and put forward some suggestions to standardize enterprise internal contract disputes. different from the academic circles debate, the author pay more attention to these things: how will the business model be better and more specification used in the market; how to provide judicial protection; this insurance shall include not only remedy dispute, it should also include the prevention on the level of system design, which provide a certain amount of principles, advocating norms, to minimize the internal contract loopholes in the process of using, to avoid risk as far as possible.