The Deconstruction And Imitation Of Legal Regime About American Limited Liability Company

Limited Liability Company(Corporation)is a great innovation of enterprise organization form in German commercial law with the inborn purpose of promoting the development of small and medium enterprises.This form of organization has swept the globe.Moreover,its connotation and extension are constantly changing as it was accepted by other countries.Although the limited liability company(LLC)in the United States is a "variant" of German limited liability company,this kind of legal entity was gaven many new features witch are the difference to traditional corporation.Despite the wide debate,this new entity flourishes the U.S.market,and becoming the new king of the hill among business entities.The LLC is now undeniably the most popular form of new business entity in the United States,and illustrate the success of transplantation.In Europe and Asia,LLC has been arised many concern of lawmakers and legal circles.Furthermore,South Korea and Japan have already transplanted L.LC to their own countries,and achieved some success.Many Chinese scholars introduced LLC,but all stand at the side of description.This article tries to seek inevitable factors of background and characteristics behind the system of LLC by the method of deconstruction analysis,and provide legal analysis of characteristics of enterprise organizational form.The production and development of LLC in United States has it inevitable factors.In deconstructing history,it can be seen from the origin of the adhering to the endemic and commercial legal system.Then it can come to the fore under the catalysis of the oil crisis,in the tax system the institutional dilemma can also due to changes by the US policy factors.The legal characteristics are produced in the history of history.In the perspective of deconstruction of the law,commercial law system of the United States gives LLC limited liability and flexible management mode,the tax system brought about the plight of the development of transferability of LLC investors’ interests.Finally,the policy relaxation of United States makes the LLC having a single tax burden of the external characteristics of taxation.Then the similarities and differences of the LLC and other enterprises with the United States organization is mainly highlight the system advantages of the LLC,also from the legal characteristics of the external dissection of the LLC.m.The difficulties of transplantation of LLC are mainly concentrated in how to inherit the essence of LLC system,we need to select more prudent pattern and establish the temper justice with mercy spirit.Finally,with the characteristics of five aspects of the LLC in the legislation,we can create the issue about LLC system with Chinese characteristics.