Legal Research On The Company's Administrative Construction Of Legal Person

First, the article analyses the administrative construction of company's legal person(short for ACCLP) from the angle of theory of law about ACCLP's legal contents, historical investigation, relationship of agency by agreement, interior sharing-power balance, exterior restrictive mechanism. Then, from the standpoint of China's situation, I emphasis the legal problems existing in ACCLP. These problems mainly lie in company' s interior and exterior management. There are four kinds of problems from the interior: unreasonable stockholder' s structure is easy for holding stockers to control the board of directors and make the stockholders meeting powerless; the board of directors lacks the independence and the inconsistence of director's rights, responsibilities, benefits; the superior person manipulate the company; The board of surveillance's function is weakened and lacks authority. There are three kinds of problems from the exterior: slack restriction for products, labor markets and capital markets.Thirdly, I examine the main reasons, which cause the ACCLP' s problems, from two sides: ACCLP' s legal defects and influence of traditional enterprise system. Based on these defects, the article put forward some legal countermeasures to perfect the ACCLP for nine aspects in order to motive the ACCLP' s successful conduction. The nine aspects are: borrowing the western countries' ACCLP' s advanced experience; building up the correct concept of ACCLP , decentralizing the high-centralized stockholder' s structure, re-distributing the power of company' s institutional framework and establishing the legal proceedings system during the stockholders in order to protect middle and little stockholder' s profits; joint liability for guarder' s of the board and legal person' s personality deny system; improving the framework of the board of directors; perfecting the market mechanism.