Study Of The Legal System About One-man Company

Sole-proprietorship Company has only one shareholder, but shares the whole capital of the company with no other partner. The nature of sole proprietorship has exerted a great impact on the traditional company law and made the theoretical groundwork of corporation to waver. Thus, it has become the big challenge to the system of limited liability. On the other side, sole proprietorship can meet the need of the investors, who seek the possession of the profit and the disperse of the risks simultaneously. For this reason, legislation for sole proprietorship comes into being rapidly all over the world.In China, before the issue of the new Company Law, there have been substantially existing whatever the virtual sole-proprietorship companies, the stated-owned sole-proprietorship companies, foreign-owned sole-proprietorship companies and the full-proprietorship subsidiary companies, while there is no trace to any affirmation of sole proprietorship in the old Company Law. During its recension in 2005, an additional section appeared, which regulates a new form of company: sole proprietorship.Many a scholar has made great rewarding study on the theoretical issues about sole proprietorship, but this thesis is to make the trim of the basic concepts and to seek a further study, in order that more practical advice can be provided for legislation about sole proprietorship in China.This thesis is divided into five parts, the foreword excluded. The first part is the introduction to sole-proprietorship company, including the concepts, the characteristics, the classification and the background, etc. Part two is to analyze the law property and provisions about sole proprietorship, and to expound its impact on the traditional theories, its social and economical values and vices, then to draw the conclusion that its essential property is its independent personality. Part three is to introduce the status in quo of legislation on sole proprietorship in western countries, with the aim of being help to the legislation in China. Part four is to discuss the relation between the disaffirmation of judicial personality and sole proprietorship, concluding that it is the improvement of the judicial personality and the maintenance of limited liability, and a redress of the profit unbalance between the partners. Because the shareholder of sole-proprietorship company is more prone to abusing the judicial personality of the company, it is more significant to make a study of the disaffirmation of judicial personality. The last part is to analyze the status of legislation in China and to propose a set of suppositions from the four angles—the legislation model, the establishment, the management and liability of sole-proprietorship company, for the purpose of further improvement.