Study On The Legal Nature Of The Articles Of Association Of The Company

The articles of association as an important institutional arrangements and the carrier during the wholeoperation of company, means the self-government rules which is necessary to the company, built by theinvestors initiating the company, recording the nature, the purpose, business scope, organization, activitypatterns, the allocation of rights and obligations of the company, binding on shareholders, businessmanagers, and adjusting the internal organizational relationships and operating behavior.Starting from the basic theoretical research of articles of association, the definition, the nature,characteristics, content, effectiveness, several concerned Prospectus of the nature of articles ofassociation,and the assessments, are introduced.A new understanding of the nature and trends of ourArticles of Association is arrived by combining with the history of the articles of association and companylaw,and the relationship between and the two.The first chapter, the basic theoretical research of the articles of association. First, starting from thebasic concept of the company’s articles of association, the concept,feature of the Articles of Association isintroduced; then the current prevalent doctrines of the nature of the of the Articles of Association isintroduced, and it makes a comprehensive survey of the disputes of the nature, by analysing their strengthsand weaknesses;at last,the legal nature of articles of association is obtained, according to the legislativeideas of "Company Law" and the characteristics.Chapter II, the contents and the legal effect of Articles of Association. Start from its contents, the legaleffect and its effectiveness of articles of association is introduced. Including its meaning of effect,timeeffect, space effect, the effect to the world. Through the research, we can see, the space application of theArticles of Association can be further expanded, therefore, its role in corporate governance should befocused on.Chapter III, the relationship between the articles of association and the corporate law.Starting from thelegal analysis of this relationship, the historical origins is introduced,the analysis is essentially theinterpretation of the autonomy and mandatory practice, on the underlying causes, it lies in the tensionsbetween market freedom and state intervention;next to find out the appropriate solution to it. Chapter IV, the runder standing of company’s articles of association. Starting from the compromiseviewpoint,this paper introduces a latest compromise point,and arrives to the conclusion that the emergenceof new compromise point is to meet the needs of the increasing complexity of the adjustment of the legalrelationship. And in accordance with the development of the nature of the articles of association, thedevelopment trend in the future practice of the Articles of Association is introduced.