The Comparative Study Of Mainland China And Hong Kong Articles Of Corporation

The articles of corporation acting as a constitutional document which having the higher legal force. Its contents involving a lots of aspect and through the company set up, operate, management and so on. However, when set up a company, many entrepreneurs entrust the agency to register their companies. Normally, perhaps the agency would not and has no ability to give guidance to entrepreneurs to make suitable articles of corporation for their company. So, usually they would use the example article of corporation model that provide by administrative departments for industry and commence. And those models always only list out what are company law regulations, but not aim at every different company's cases. So, it will make the content of articles of corporation very different to what is the company actually happening. When the dispute prevented, they totally can do nothing and have no articles of corporation to accord. That will bring a big problem to the company and destroy the operating. Therefore, lay down a strong applicability article of corporation is very important at the beginning of set up a company.Hong Kong is acting as one of the financial and commercial center on the world. It has a very completely judicial system and functioning well. It is known to us all that Hong Kong is the head of the legislative of commercial law in Asia. That's why it can attract merchants who come from all over the world to have an investment. In addition, its Companies Ordinance keep advance with times. In order for the investor can more convenient and more protect their interests to adapt this changeable commercial society. Detailed articles of corporation (Memorandum of Association and Articles of Association) are very important in the company system, but that doesn't mean not have freedom, but rather investor has the power of freedom to choose.Since the return of Hong Kong, there have more chances to exchange with mainland China. About the legislation of articles of corporation, Hong Kong has many to worth learning by mainland. Besides this, there is a very important thing that is we should let mainland from legislator—law-executor—investor and correlation people must to attach importance to articles of corporation. It can only change peoples'mind from their basic concepts so that make articles of corporation really to have their purpose process.This paper were written through compares Mainland China and Hong Kong's articles of corporation by many aspects to analysis than give out some legislative advisement. Hope it can improve our Mainland China about the articles of corporation's legislation and actual operation. The first chapter of this paper preliminary makes an outline about Mainland China and Hong Kong's company law. Because these two places have different law system, so I want to introduce the company law and system organizes to help others be clearer and understand the back by talking about articles of corporation of these two places. The second chapter, is to compare two places'articles of corporation's pattern structure, constitute, content and amendment and analyzing one by one to let us realize each good points and bad points. Meanwhile, their differences make by different legal effect. The third chapter is comparing the articles of corporation character of two places. Above all, specify introduce articles of corporation theory in detail way and give some commitments. Then, introduce Mainland China and Hong Kong which theory they take. The articles of corporations'legal effect, process and so on questions are depend on its'character. The fourth chapter is the main part of this paper that is comparing articles of corporation's legal effect of two places by analyzing their efficiency of internal and external aspect. I verify and explain by several cases. The fifth chapter is comparing the shareholders agreement of two places. In this aspect, two places have different definition and character. It cause big different between their effect. The sixth chapter is a summary of two places articles of corporation and to give some advice after consideration.