Research On Articles Of Autonomy Of Limited Liability Company

China revised in2005by the new "Company Law" relaxed Legislation of the company, and established the concept of corporate autonomy, embodies the spirit of the autonomy of private law, to the extent that it is increasingly the color of the model contract. Specifically, the new "Company Law" in the specification configuration to reduce the large number of mandatory provisions on corporate matters, many of the Articles of Association of arbitrary norms. The plus and minus, highlighting the carrier function of the autonomy of the Articles of Association of the company as the company, to build a bridge of company law and corporate autonomy. However, after the implementation of the new "Company Law", in company practice especially limited liability company, the Articles of autonomy conferred by the legislation does not seem to be well achieve the monotony of the Articles of Association, the Company’s internal conflict of interest after another. This results in the Articles of self-government legislation Ought autonomous practice with the Articles of invalidity contradictions.The introduction describes the origin, purpose, significance and research methods.Chapter Ⅱ through the case and comment on the proposed autonomy of the Articles of Association of the proposition. This section with the three of the revocation shareholders will dispute resolution, effectiveness dispute the terms of the Articles of Association, the main company in violation of the Articles of Association shall be liability disputes feedback in these cases the constitution of autonomous practice focus and difficult and the law applicable to the dispute to summarize, leads the discussion below.Chapter Ⅲ of the Articles of Association of autonomy connotation argument to introduce the basic legal principles. This section first analyzes the legal meaning and nature of the Articles of Association of the Company, and the Articles of Association of the initial and after the amendment of the constitution, limited liability company Articles of association of a joint stock limited company a comparative analysis. And then expounded the meaning of the Articles of Association of autonomy, and analysis of the legal background of the Articles of autonomy from the legislative point of view of the main players in the market.Chapter IV of the Articles of Association and the Companies Act of peremptory norms relations are described clearly the relationship of both two sides of the same coin. By the Companies Law and configuration analysis, that the range set by the application space of the Articles of Association of the Company is the Companies Act arbitrary norms, which are specifically arbitrary norms on Company Law, the key lies in the corporate law mandatory defined specifications.Chapter obstacles faced by the practice of the autonomy of the Articles of Association and its position in the judicial process are described.Chapter VI for the the papers conclusion, intended to strengthen the constitution of autonomous proposition argued in this article.