论“职工中心主义”下的职工持股会制度

Is Chinese “ESOP” Organization on Behalf of Employee Interests?

职工持股制度的萌芽始发于20世纪60年代的美国,后来其在西方国家进一步发展完善。人们普遍认为这种制度是一种企业内部对职工的激励机制,可以促进职工财产的形成,确保和发扬职工对公司的归属意识和忠诚心,从而提高企业的生产效率。20世纪90年代,为了适应国有企业改革的需要,中国的职工持股计划开始起步。随着实践的展开,职工持股会的设立与运行成为该制度中的核心问题。文章结合我国立法实践和学者的论著,从“职工中心主义”的视角,论述我国职工持股会制度的法律构造。

Employee Stock Ownership Plan' (ESOP) was invented in the United States of 1960s, and soon it became a popular and effective method in the west, to increase profits of one company by distributing stocks to employees, having them work harder and more loyal for their company. To adapt pressing reform needs of State-Owned enterprises, Chinese 'ESOP' went its way in 1990s. However, the way to fulfill the original goals of this plan was not so smooth as reformers expected, mainly due to the uncertain legal nature and mechanism of 'ESOP' organization, so called as 'ESOA'(Employee Stock Ownership Association), which is always under supervision of Labor Union and entitled, as a whole shareholder, to represent all members of employees to vote as shareholder meetings hold. Based on many legislations and a variety of law scholar statements, this paper will restate one legal structure of Chinese 'ESOP' organization that must be on behalf of employee interests.