On The New "company Law" The Next Person Corporate Governance

One-man company meets the needs of various investors with its appealing features,therefore has great vitality and room to develop. However, one-man company brings bigchallenges to the traditional corporate theories, due to which one-man company was notrecognized as a lawful corporate entity. It took long time for countries to change theircorporate legislation attitude towards one-man company from forbidding the set-up ofone-man company to acceptance of its existence.The 18th meeting of PRC National Congress Standing Committee passed theamendments ("Amendment") to "Corporation Law of PRC" on October 27th, 2005, andthe new corporation law took effective on Jan. 1st, 2006. The new corporation law makesmany amendments to the corporation law of 1994, among which the provisions ofone-man company are one of the shining points of the new corporation law and theembodiments that the new corporation law is based on the practices, learns from theadvanced legislation experience, and gets in line with the trend of corporations'development in the world. That will be great impetus of the development of corporationsin China, and be great help for setting up socialist marketing economics system.This paper starts with the basic concept and characteristics of one-man company, tries todiscuss the legal system of one-man company provided in the new corporation law and itssignificance, through analyzing the provisions of one-man company in two legal systems,followed by the author's understanding and suggestions of perfect the legal system ofone-man company in China.This paper is composed of three chapters. Chapter I is the brief introduction of one-mancompany, in which the development of one-man company, the challenges brought byone-man company and the academic disputes concerning one-man company are givengeneral analysis. Chapter II is the comparative study on the legislation of one-mancompany, from the respect of two legal system countries. Chapter III is the main part ofthis paper-the development and governance of one-man company in China. In thischapter, in great details the author analyzes the situation of one-man company, thelimitations and insufficiencies of the provisions of corporation law of 1994, the newprovisions of the new corporation law and its significance. At the end of this paper, theauthor analyzes the limitations of new corporation law and raises her own suggestions inorder to perfect the legal system of one-man company in China.