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《Chinese Legal Science》 2001-01
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On the Nature of Corporation Law——Is It A mandatory Law or an Enabling Law?

Tang Xin  
The thesis focuses on the basic nature of corporate law, discusses if the participants of corporate could be free to choose or “opt out” some rules of the law, probes into the relationship between the mandatory and enabling provisions of closely held and publicly held corporations. The author advocates that, at its core the law governing “common” rules in closely held corporations should be enabling and supplementary, rather than mandatory. At the periphery,however, a special type of mandatory legal rule should apply. In the case of publicly held corporations, basic rules and the common rules goverinig distribution of the powers should be mandatory, at the same time, the common rules govening the distribution of the profits could be somehow enabling. On basis of this, the author proposes some advice on the perfection of the system and the structure of China's corporate law.
【CateGory Index】: D922.29
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【References】
Chinese Journal Full-text Database 10 Hits
1 WANG Wei(Law School, Tsinghua University, Beijing 100084,China);The Reconsideration of Power Division Between Shareholders' Conference and Directorate in Stock Company[J];Commercial Research;2004-20
2 ZHANG Xiu-xiang(Law School of Nanchang University, Nanchang 330047,China);Lawful Analysis of Establishment of Cumulative Voting System in China[J];Journal of Chongqing Institute of Commerce;2002-02
3 LIU Ying-shuang(Institute of Law,Shanghai Academy of Social Sciences,Shanghai,200020);Company Law in the View of Corporate Contract Theory[J];Contemporary Law Review;2009-01
4 ZHANG Fang (Law School,Chongqing University,Chongqing,Sichuan 400044);Thinking about the Problem of Electing Director and the Classified Board[J];Journal of Gansu Political Science and Law Institute;2007-03
5 Shi Jihu;Analysis About Company Law,Articles Of Association,And Decision Of General Meeting[J];Law Science Magazine;2010-02
6 MAR Junju,et al (Tsinghua University,Beijing 100084,China);Judical Remedy for Shareholder Dispute[J];Journal of Henan Normal University(Philosophy and Social Sciences Edition);2001-04
7 Luo Peixin;The Contractual Perspective of the Company Law and the Legitimacy of Chinese Company Law Rules[J];Cass Journal of Law;2004-02
8 JIANG Da-xing, JIN Jian-feng(School of Law, Nanjing University, Nanjing 210093;School of Civil Commercial and Economic Laws, China University of Political Science and Law, Beijing 100088, China );The Private Law Character of Company Law--From the Judicatory Standpoint[J];Journal of Nanjing University(Philosophy, Humanities and Social Sciences);2005-01
9 Wu Jian-bin;Zhao Yi;On Company Restricted Equity Transfer Efficacy——A Legal Economics Analysis Based on Judgment of Company Dispute Lawsuit in Jiangsu Province[J];Nanjing University Law Review;2009-01
10 Wu Jianbin Zhao Yi;On the Effectiveness of Restricted Share Purchase by a Limited Company[J];Journal of Social Sciences;2009-04
【Citations】
Chinese Journal Full-text Database 1 Hits
1 Wei Gang;Incentives for Top-Management and Performance of Listed Companies[J];ECONOMIC RESEARCH JOURNAL;2000-03
【Secondary References】
Chinese Journal Full-text Database 10 Hits
1 GAO Yong-zhou (School of Political Science and Law Anhui Normal University, Wuhu 241003,China);People Combination in Limited Liability Corporation[J];Journal of University of Science and Technology Beijing(Social Sciences Edition);2008-04
2 DANG Guo-hua(Law School, Nanjing University, Nanjing 210093, China);Scale, efficiency, competition and statutory capital system[J];Journal of Chongqing Technology and Business University;2005-03
3 LIU Ying-shuang(Institute of Law,Shanghai Academy of Social Sciences,Shanghai,200020);Company Law in the View of Corporate Contract Theory[J];Contemporary Law Review;2009-01
4 LIN Na(Department of Law, Xiamen University, Xiamen, Fujian361005);A Challenge to the Necessity of Bringing Accumulated Voting System into the Company Act of China[J];Journal of Fuqing Branch of Fujian Normal University;2004-03
5 SI Wei(The Chinese People’s University of Public Security, Beijing 100088, China);The Company’s Self- government and Governmental Interfere——From Jianlibao Case to Look Into Our Important Principles of Company Law[J];Journal of Guizhou Police Officer Vocational College;2005-04
6 JIANG Da-xin (Law School, Nanjin University, Nanjin, Jiangsu, 210093);On Competence of Promoter Whose Capacity Is Deficient[J];Journal of Gansu Institute of Political Science and Law;2005-03
7 Huang Xiao-xi(Hunan First Normal College,Hunan Normal University,Changsha Hunan 410205,China);On the Common Representation and Focused Proxy of the Shareholders' Cumulative Voting[J];Journal of Guiyang University(Social Sciences);2008-01
8 Chang Jian,Ph.D.,Associate Professor of Huazhong Normal University Law Department,Post-doctoral Staff of China University of Political Science and Law;On the Foundation,Value and Achievement about the Autonomy of Shareholder[J];Jurist;2009-06
9 LI Fei (Tsinghua University,Beijing 100084);The Theoretical Premise for Implementing Corporate Social Responsibility——A Critical View from the Perspective of a Corporation Nature[J];Journal of Shijiazhuang University of Economics;2009-04
10 XIE Chao-bin (China Securities Research, Beijing 100010 China);Study on the System of Appointment and Removal of Independent Direction in Stock Corporation[J];Hebei Law Science;2004-07
【Secondary Citations】
Chinese Journal Full-text Database 1 Hits
1 Song Songxing & Jin Weigen;An Efficient and Practical Study of Shanghai Stock Market[J];ECONOMIST;1995-04
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