The Corporate Governance and Operation of Film Corporation in Modern China － With Focus on the Registration Records of the Ministry of Basic Industries and of Economic Affairs －

Hohyeon Lee

Despite a close relationship between the growth and the changes of enterprises in modern China and the nation’s modernization, it has not been closely examined in earnest from the perspective of historical studies. One of the possible factors, among many others, would be the lack of materials as it is hard to make an advance in academic studies without them. With a view to offer basic materials for further research in the area, this paper has analyzed the corporate governance and the operation of film corporation during the period of the Republic of China (1912-1949) based on their registration records, which are the collection at the Academia Sinica in Taiwan. This study has focused largely on the company regulations of film producers – i.e. the general meetings of shareholders and the meetings of the boards of directors as corporate governance. It has also examined the guanli (官利) system – which hamper the sustainable development of the companies – from the perspective of the settlement of accounts for profits. With regard to the general meetings of shareholders and the meetings of the boards of directors, the study has found that related regulations were non-existent or small in number in case of youxiangongsi (有限公司), wuxiangongsi (無限公司), and lianghegongsi (兩合公司) and either limitations or preferential treatment related to stock holding existed in case of stock companies. The aspects of reduction in voting rights, certain shareholders’ rights to convene extraordinary meetings of shareholders, and the right or eligibility for election of members of board of directors or auditors differed according to the number of stocks held by shareholders. Despite the discrimination in voting rights, the founder, the projector, and major shareholders were in charge of members of board of directors, auditors, or chief accountants. So its was difficult to considerably limit the rights of large shareholders and therefore the separation of ownership and management was not made. Second, 10 percent of profits, or legal common reserve funds, were set in the category of profit distribution in all companies and some companies saved special common reserve funds separately. This shows that film companies systematically provided an institutional strategy to guarantee their sustainability under the situation that the guanli system had almost been abolished (except one among all the target companies for analysis). Third, many film companies set funds for the well-being of employees by 5 to 10 percent (more than one thirds). This shows that the payment of funds for well-being was not uncommon despite their official non-existence in the corporate law. After all, this settlement system for profits fully reflects the trend of the systematic modernization of the corporation during the period of the Republic of China.

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이 논문은 한국연구재단의 지원을 받아 작성되었습니다.

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