The Evolutionary Paradigm of the Changes of Rules in China's Modern Company Law:From Phyletic Gradualism to Punctuated Equilibrium
Company law is an important wing of the private law system,following a certain path of competitive evolution both domestically and internationally.The model of competitive evolution from the EXTRATERRITORIAL corporate law can be generally summarized as follows:the competition between external countries and competition between different legal systems;the competition of horizontal supervision between different regions within a country that results in race to the bottom(逐底竞争),race to the top(逐顶竞争)and mixed competition(混合竞争);the vertical competition between corporate governance rules and securities regulatory rules;and the bidirectional pulling competition between official legislators and law-abiding common people.Accordingly,the essence of the model of competitive evolution in China's company law can be chronologically summarized as follows:the urban-rural competition at the embryonic birth stage formed the"original family"of the 1993 Company Law,determining the 1993 Company Law to focus only on urban enterprises and ignored township enterprises.In terms of legislative technology,it emphasized drawing on foreign experience and gradually promoting it.In terms of legislative goals,it emphasized catering to foreign trends and establishing a modern enterprise system.The atypical horizontal and vertical competitions during the modification stage constitute the growth environment of the law.Horizontal competition in China is more reflected in policy competition among local governments to improve the business environment.Vertical competition occurs between the Supreme People's Court(最高人民法院),China Securities Regulatory Commission(CSRC,中国证监会)and the State-owned Assets Supervision and Administration Commission of the State Council(SASAC,国务院国资委).In China,vertical competition in company law is actually a cooperative model between the three institutions under the leadership of the National People's Congress(NPC).The model of punctuated equilibrium(点断平衡)explains why company law still maintains a certain personality in the context of the convergence of the rules of company law,with national policies being an important influencing factor,which also promotes the socialized reform of China's company law.The multi-directional competition presupposes the future development of China's company law,and the legislative evidence lies in the expansion trend of participating subjects in the legislative process.The normative evidence lies in the increase in the number and terms of interest groups.The theoretical evidence lies in the overall trend of social activism in company law worldwide.This analytical discourse system driven by competition provides an explanation for the evolution of Chinese company law from the perspective of competitive evolution,and also nurtures the possibility of cumulative progress in China's company law.
China's company lawcompetitive evolutionpunctuated equilibriummulti-directionalism
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