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A comparative study of the ownership control vs. management right issue between the Chinese enterprise laws and Canadian corporate laws Qi, Xiaodong
Abstract
An examination of the different laws concerning the ownership control vs. management right issue in China’s legal regime as well as in Canada’s legal regime will provide the basis of further comparison and analysis. In light of statutes as well as relevant Canadian case law, some literal differences are shown. The analysis of legal implications of the literal differences of the laws involves four approaches. These are the relationships between the owners and the corporate management, the ownership composition, the government treatment of the government entities, and the commitments, interests and liabilities of the directors. In the SOECs, the government controls have been curbed and the autonomy of the enterprises has been advocated in recent years by legislation and dominant Party policy. The boundary of government control over the SOECs and the enterprise autonomy has not been defined clearly. In the CCCs government controls have been kept very firm by statute and case law. In the SOECs, the ownership right of the enterprise assets belongs to the state whereas the statutory right to possess, utilize and dispose of the enterprise entities belongs to the enterprise. The division of the ownership right and the property right to the same object - the enterprise assets - renders a certain inconsistency in managing the enterprise business. However, the ownership of the CCCs is exclusively in the hands of the government. The ownership of the Canadian private corporations lies exclusively in the corporation - the judicial person itself. The pure ownership composition may reduce the tension of the owners and management to a minimum level. A SOEC is treated by the government both as a government appendage, designed to carry out government policy, and a self-survivor. A CCC is treated by the government as a special instrument. The directors of the Canadian private corporations can enjoy substantial autonomy in managing corporations, although in many circumstances they are subject to the courts’ involvement. The Chinese Enterprise Laws require the directors to fulfill their mandates - the commands of the government - although at the same time they are expected to make the enterprises as profitable as possible. The directors of the CCCs have an interest in fulfilling their commitments to the government, which are to serve the mandates of the CCCs. The interests and commitments of the directors in Canadian private corporations lie in making competitive capital return for the corporations and the shareholders The reasons why different legal implications exist in the different economic and social milieus. And significantly, it is found that both the legislative implications of the CCCs and the SOECs reveal a kind of compromise.
Item Metadata
Title |
A comparative study of the ownership control vs. management right issue between the Chinese enterprise laws and Canadian corporate laws
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Creator | |
Publisher |
University of British Columbia
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Date Issued |
1993
|
Description |
An examination of the different laws concerning the ownership control vs.
management right issue in China’s legal regime as well as in Canada’s legal regime will
provide the basis of further comparison and analysis. In light of statutes as well as
relevant Canadian case law, some literal differences are shown.
The analysis of legal implications of the literal differences of the laws involves four
approaches. These are the relationships between the owners and the corporate
management, the ownership composition, the government treatment of the government
entities, and the commitments, interests and liabilities of the directors.
In the SOECs, the government controls have been curbed and the autonomy of the
enterprises has been advocated in recent years by legislation and dominant Party policy.
The boundary of government control over the SOECs and the enterprise autonomy has
not been defined clearly. In the CCCs government controls have been kept very firm by
statute and case law.
In the SOECs, the ownership right of the enterprise assets belongs to the state
whereas the statutory right to possess, utilize and dispose of the enterprise entities
belongs to the enterprise. The division of the ownership right and the property right to
the same object - the enterprise assets - renders a certain inconsistency in managing the
enterprise business. However, the ownership of the CCCs is exclusively in the hands of
the government. The ownership of the Canadian private corporations lies exclusively in
the corporation - the judicial person itself. The pure ownership composition may reduce the tension of the owners and management to a minimum level.
A SOEC is treated by the government both as a government appendage, designed to
carry out government policy, and a self-survivor. A CCC is treated by the government
as a special instrument. The directors of the Canadian private corporations can enjoy
substantial autonomy in managing corporations, although in many circumstances they are
subject to the courts’ involvement.
The Chinese Enterprise Laws require the directors to fulfill their mandates - the
commands of the government - although at the same time they are expected to make the
enterprises as profitable as possible. The directors of the CCCs have an interest in
fulfilling their commitments to the government, which are to serve the mandates of the
CCCs. The interests and commitments of the directors in Canadian private corporations
lie in making competitive capital return for the corporations and the shareholders
The reasons why different legal implications exist in the different economic and social
milieus. And significantly, it is found that both the legislative implications of the CCCs
and the SOECs reveal a kind of compromise.
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Extent |
3289378 bytes
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Genre | |
Type | |
File Format |
application/pdf
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Language |
eng
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Date Available |
2009-02-21
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Provider |
Vancouver : University of British Columbia Library
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Rights |
For non-commercial purposes only, such as research, private study and education. Additional conditions apply, see Terms of Use https://open.library.ubc.ca/terms_of_use.
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DOI |
10.14288/1.0077453
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URI | |
Degree | |
Program | |
Affiliation | |
Degree Grantor |
University of British Columbia
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Graduation Date |
1994-05
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Campus | |
Scholarly Level |
Graduate
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Aggregated Source Repository |
DSpace
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Item Media
Item Citations and Data
Rights
For non-commercial purposes only, such as research, private study and education. Additional conditions apply, see Terms of Use https://open.library.ubc.ca/terms_of_use.