The Mandatory Norm

As the primary economic organization,company and company law becomes more and more important in the mordern society.In the beginning of the company system,companies are established in the form of charter.Of course,the corporation law has the mandatory nature.But in the late twentieth century,the company contract therists brought up the idea that companies are based on a series of contracts leading to the debate of the nature of company law.The corporation law is a mandatory mode or a casual mode,which is still in the controversy consequently embodies the different situation of company participators in every country's corporation law with respect to the proportion between the optional norm and mandatory norm.How to dispose and collocate the different norm of regulations in corporation law becomes the key to legislation,implemention and justice of corporation law.Apart from the preface,this paper includes five chapters.Chaptor one is the general description on the nature of corporation law.This part introduce the contractual theories as starting point,people didn't notice the nature of corporation law until some scholars put forward contractual theories.They believe paricipants have the ability to fully negotiate and reach the contract agreement of the company fairs.But they neglect the fact that market has defects such as lack of information,participants can't come to agreements under such condition.So many scholars think the involvement of state power is important.Generally speaking,mendotary and optive co-exist in corporation law,most of them are optional law.The second chaptor is the general description on legal norm,which is precedent description and elementary illumination for company mandatory norm.This part begins with the concept of legal norm.Introducing some basic concepts of legal norm.Mandatory norm is a important part of legal norm,it also has most features of legal norm. It focus on the consequences of the violation of the mandatory norms of corporation law. The most significant difference between mandatory norm and optional norm is legal consequence.Violating mandatory norm may lead to be invalid or revoked,the perpetrator may also be subject to sanctions.The third chaptor is about the condition of the existence of the mandatory norm in the corporation law.It aims at discussing the scope and state of the mandatory norm in the company law in the following contents.Some norms should be mandatory in terms of the company form,certain procedures,the division of the power,and so on.The forth chaptor is about the identification of mandotary norm. But this is a rough definition,for the development and change of the social economy and other factors. In order to study the scope of mandatory norm,we may need more concrete rules.The fifth chaptor is the problems and sugestions of corporation law.Since the company law is composed of most optional norms and few mandatory norms,the collocation of the norm of the company law should follow the critierions we mentioned before.But when we use these criterions to review china existing company law,you may find a lot of problems.On the basis of the above argument, this thesis mainly discusses mandatory norm and the impotance of that.The paper concluded that the nature of company law which is constituted by most optional norm and some mandatory norm.The principals of identify mandatory norm and the scope of mandatory norm. I really hope it can bring forward the judical practice resolving the factual conflicts and breaking the factual difficulties.