Research On The Veto Power Of The Government In The Equity Cooperation PPP Project Company

The PPP model has been continuously developed in my country’s practice,promoting the government and social capital to share risks with the market mechanism,and carry out long-term and effective cooperation and construction in the field of infrastructure and public services.According to the Operation Guide for the Cooperation Model between Government and Social Capital(for Trial Implementation)issued by the Ministry of Finance,social capital can set up project companies in accordance with the law,and the government can designate relevant institutions to participate in project companies in accordance with the law.Although there is no mandatory requirement to set up a project company in the PPP model in the relevant documents of my country,according to the PPP development experience of various countries in the world,the establishment of a project company has a positive effect on realizing the risk isolation of each participant,promoting the improvement of PPP project efficiency and realizing project financing..Regarding the form of the project company,in accordance with the different restrictions on the autonomy of joint-stock companies and limited companies in the Company Law of our country,in order to have a higher degree of flexibility and autonomy in corporate governance,when establishing a project company,the limited company can be preferred.A responsible company is the organizational form of its company.As the shareholders of the project company,the government and social capital parties have corresponding voting rights on company matters according to their stock holdings.However,there is a major difference between PPP project companies and ordinary commercial companies.In the event of important matters such as interests,the veto power disproportionate to its shareholding ratio is called "the government’s onevote veto power".This right is contrary to the principle of "one share,one right" upheld by the traditional company law.However,based on the PPP model and the particularity of PPP project companies,in order to safeguard public interests,the veto power enjoyed by the government has its existence and significance.rationality.But it needs to be admitted that the veto power of the government of my country’s PPP project company is in the setting and regulation.There are many problems that hinder the normal development of the project company,which leads to its abuse of administrative power,and the lack of special regulatory agencies and special laws.Accordingly,it is necessary to further regulate the veto power of the government of PPP project companies within the scope of my country’s existing company law,and at the same time strengthen legislation to promote the reasonable exercise of the veto by the government,thereby promoting the smooth progress of PPP projects.