The Autonomy Of Company Charter

With the development of the legislation conception, the most notable point of the Company Law of 2005 is releasing the control and enhancing the autonomy of the business enterprises,which shows the characteristic of the autonomy of company charter. This law emphasizes the shareholder's autonomy, respects the use of company's legal right and reduces the intervention of the government. In the Company Law of 2005, there are many similar provisions, such as"it is regulated by the company charter for exception". It substitutes the compulsive law provision with the shareholders'agreement, respecting the shareholders'agreement. The author supports this new legislation principle, making this new characteristic as the center of this dissertation ,and it makes a full introduction about the theory of the autonomy of company charter in order to analyze the practical problems that our country meets and put forward some legal suggestion. The author expects that the function of the autonomy of company charter function can be played better to maximize the benefits of the shareholders and carry on the better management and operations to the company.This dissertation, through historical and comparative analysis, precedes the discussion around the autonomy of the company charter. It illustrates the development of the notion about the autonomy of the company charter. The characters of the autonomy of company charter are further put forward. Furthermore,it also discusses the establishment which the autonomy of company charter faces in the new situation. The dissertation is divided into three parts: the preface, the main body and the conclusion.The methods of research,the purpose and the structure of the dissertation are stated in preface.The whole dissertation is composed of four chapters.Part I illustrates the definition and characters about the company charter,analyses the content of the company charter and tries to construct a theoretical platform for discussion.Part II illustrates the meaning of the autonomy of the company charter, including the freedom to formulate the company charter, the freedom to amend the company charter,and the freedom of the content of the company charter. The autonomy of company charter shouldn't include the freedom of form of company charter. The author researches the autonomy of the company charter on the theoretical foundationPart III gives a deep analysis of the nature of the company charter, which is the foundation of the autonomy of the company charter theory. The author enumerated a few different standpoints, and carried on the analysis and summaries to. Finally, the author puts forward the textual standpoint: The nature of the company charter has the admixture, namely it not only has the nature of the autonomy norm, but also has the nature of the contract, but the nature of the autonomy norm occupies the predominant position ,which is perhaps more outstanding.Part IV elucidates the problem of the autonomy of the company charter, which includes the history of ideas of the autonomy of the company. Author analyses the realistic influence of autonomy of company charter, and puts forward the writer's legal suggestion. Because of the historical reason of the company charter, Lawmakers want to carry out the principle of autonomy of company charter, still have the certain obstacles; At the same time, we should pay attention to the strengthening of the autonomy of company charter and the coordination of the company laws in company manage; In addition, the weak idea of autonomy of company charter will hinder to know and make use of the mechanism with accuracy.Conclusion part elucidates the emphasis of the company law of 2005 to respect the shareholders'autonomy, to respect company usage of legal right, to reduce the government intervention, and to respect of the autonomy principle of private law, the company shareholders should and must certain have their own autonomy space.