The Research On Internal Contract Of Limited Liability Company

The Company contracted part of the business to their employee,after the contractor pays the contract fee to the company, the employee could run the business independently and bear its profit and loss within the framework of the company, then, the internal contractual relationship has been established between the company and the staff. Internal contract originate from the enterprise contract management and position responsibility, however, they are different. as a new mode of operation,internal contracting has been adopted by many of the limited liability company. The right and obligation of internal contract management is determined by internal contract, but So fart, there is no clear legal provisions for internal contract, The nature of the internal contract is disputed, The rights and obligations of contracting are vague, The operation of internal contract operation is not standard, disputes relief way is not smooth, Therefore, we need to clarify the legal relationship of internal contracting contract in theory.The nature of the internal contract is a civil contract of the equal civil subject. The internal contract is different from the contract of the enterprise contract and the contract of the post target responsibility, The internal contractor relationship does not include the administrative management between the company and the staff, The relationship ofinternal contracting civil relationship and company administrative management coexist in company management. From the legal relationship-plane dimension analysis, the internal contractual relationship is in the secondary plane of the plane of the civil law relationship, That is Refraction plane. The subject of the internal contractor is in the same plane, the two parties are equal in status, the employer who has the independent legal personality is the company itself,the company’s shareholders and the company function department has no qualification for the employer. The internal Contractor should be a member of the company,and should have the internal-nature of a limited liability company, if a non-company member contract firms business, it just constitute a general contract. The object of internal contract should be the part of management right of the company. The company is the firsresponsibility of external debt, after the company assumes the first obligation of the operation of the internal contractor, they have the right to recover from the internal contractor according to their internal contract agreement. The internal contractor assumes unlimited liability in the internal contract operation, there is no violation of the mandatory provisions of the company’s internal contract operation, internal contracting is legal, From the perspective of corporate law, the company’s internal contract management did not break through the company law to the company’s governance structure, for it is a company autonomybehavior of the company autonomy choice operation mode; From the perspective of Contract Law, The subject of the internal contract is equally voluntary. It is sutonomous behavior. As the internal contract is the civil contract relationship between the equal subjects, the disputes arising from the internal contract are also lawsuit.