The New Trend And Legal Basis Of Corporate Governance Structure

September 19,2014,Alibaba to "partner system" control over the architecture model in New York Stock Exchange,becoming the first American electricity supplier shares.The so-called "partner system" means partners have the right to nominate the majority of board seats,the voting board seat decided by the general meeting of shareholders in accordance with the principle of one share one vote.Although this means that the general meeting of shareholders to nominate specific terms and can veto the nomination partner,but partners still forced shareholders approved the nomination of his nomination by repeated manner,otherwise the board of directors because of insufficient number of people unable to operate normally,the partner by controlling the majority of in essence,control the directors nominated candidate,and then control the board.That is to become a director of Alibaba Group,the words must be nominate these pre partner program.Alibaba IPO is undoubtedly a very long time since the capital market spotlight news,triggering the world's major stock exchange listing rules for introspection and economists,jurists big discussion of corporate governance structure.Control of the company in the field of corporate governance has always been a hot issue can not be avoided.Which itself contains a wealth of legal value and economic value.We can say that control of the company is the core area ofcorporate governance,not only for the company itself has a special significance,but also about how to protect the interests of investors and optimize the market allocation of resources and many other issues.In all fairness,though,said the current point of view through 'one share,one right "principle to safeguard investors' interests does have a positive role in promoting,but Ali Baba" partner system "and" a wave of rights "as reflected in the capital market of capital inherent indeed conflict with the principle of priority,but according to China's "Company Law" Section 126 provides that:."When shares are issued,the implementation of a fair and impartial manner,each share of the same type should have the same rights." The word means the same kind of Chinese law Of course,the issue does not prohibit non-ordinary shares,but in the Conceptual category stocks,how to understand the non-owned by Alibaba this combination of "partner system" and allows the company to control the people,even under the premise of no equity(parts)are still The company was able to control the reality of the existence of certain controversy,which is the study of the topic of the premise and foundation.Alibaba Groupas an innovative Internet companies,this "partner system" exists,it exists whether there is reasonable,its similarities and differences with a similar system,whether it is conducive to the demands of shareholders' equity,which is worth of other listed companies follow,all of the content of the research paper needs.Focus all legal practitioners debate focused on the legitimacy of a "partner system" This special mode control architecture.Currently,Alibaba discuss "partner system" more,but really written,system research papers of the system yet,this study is the first time,for in-depth exploration of the system and related issues has some theoretical significance.On the research ideas,this article attempts to develop corporate governance principles backtracking evolution,by comparing the United States as the representative of the modern corporate law system for theory and research firm control of the "dual ownership structure" and other similar systems,and then sort out the corporate governance jurists and economists need groups and social business practices of corporate governance rules for the impact of changes in the process of principles,elaborated the importance of control of the company as well as the configuration of the underlying causes of partner system in business efficiency and stability of the company,Alibaba's proposed "partner system" for the company control over the Internet's innovative configuration provides a new way of thinking and a reference template,which explore the innovation and significance of the configuration of the control of the company.Therefore,this article hopes from the current hot market partner Alibaba system starting,commercial practices and research in this topic under the control of the company,whether or not capable of controlling shareholder centrism right now in the capital majority decision a different path the possibility and feasibility of change.Apart from the Alibaba system specific provisions partner for analysis,is more important is for the analysis of such a legal system in partner between shareholders and the board of directors or a third organization called,in its quest Commercial practice the possibility and feasibility.Finally,from a commercial point of view of social services,discusses the Alibaba system partner for innovative ideas how to reform the system of state-owned mixing and enlightenment.