| Stock Option appeared firstly in United States of America, which was considered as an innovation system from the Silicon Valley, as well as the limited liability partnership. From last century, the 90th, not only the American companies, but also companies in the other parts of the world began to pay more and more attention to Stock Option. According to statistics, 90 percent of the American largest 500 companies have operated stock Option, and many America non-listing companies and limited liability companies are enthusiastically operating stock option, too. While in European and Japan, there are also more and more companies coming into this line, which makes stock option become a worldwide legal system.After stock option was introduced to China several years ago, there has been a period of broom, especially in 1999 and 2000, attributed to the boost of America NASDAQ, but now all go to still. Of course, one reason is that operation of stock option is still a deviation of China's current legal system, but on the other hand, we have never seriously thought about why not modify relevant laws so as to operate this excellent, mid and long-term stimulating system? Someone would say that it is not suitable for listing companies to operate stock option because of the irregular relationship between the market value of stocks and companies' achievement. Then what about the limited liabilities companies which do not have such problems? While in foreign countries, many non-listing companies, including limited liabilities companies are given this passport.Stock option gains a lot of heed from enterprises and the field of economy, while the legal field looks on it as a stranger, and seldom does anyone write any essays on this topic. I hope there will be any contribution by writing this essay.The whole essay is divided into six chapters, altogether 38000 words.The first chapter makes a definition of stock option and describes its legal character and the differences on legal character between stock option and some similar concepts. The second chapter introduces that stock option's theoretic base is the system of agency, the theory of share of economy and the theory of human resource capital. At the same time, this chapter discusses two problems, both theoretic and practically disputed, first one, can stock option be replaced by technical stocks or managing stocks? The second one, can stock option be adjusted by the Labor Law?The third chapter firstly introduces several typical companies in China and the relevant provisions on operation of stock option in Shanghai and Beijing, as well as remaining problems in the practice of stock option. Then comes the necessity and importance of introducing stock option.The fourth chapter is the second most important part of this essay, which analyses the legal barriers for operating stock option in China, mainly on the resource of stock option, the current registration system for companies and enterprises, and then points out that stock option is not perfect, it does have negative effects.The fifth chapter is about the blueprint of stock option system, which is the most important part of this essay, and is divided into three sections.The first section is about comparison and options of legislating model for stock option.The second section, two basic principles in operation of stock option in China, mainly focused on stimulation, and no compulsory provisions on the beneficiaries.The third section: how to solve the current legal barriers in operation of stack option, and some suggestions on how to decrease the negative effects. The third section is divided into seven parts, briefly introducing the modification of relevant laws so as to open the door for listing companies, limited liabilities companies, foreign investment companies to operate stock option, pointing out that we should take American experience on reference by using Taxes Acts as a stool to adjust the progress of operation of stock option. More words are given to the disadvantages of current re...
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