Research On The Autonomy Of Articles Of Association

The articles of association is the important basis of the company’s existence andactivities,which is the rules for the company’s members exercise their functions andpowers and perform their duties. Based on the company law,the articles ofassociation is developed and implemented, within the scope of legal rights forpersonalized design. Since Company law revised in2006,it fully embodies theautonomy of the articles of association. The articles of association within the scopeauthorized by the law reflects the function and value of autonomy of the articles ofassociation, at the same time the company members are binding by the articles ofassociation. The basis of company members exercise their functions and power andperform their duties for the articles of association. The autonomy of articles ofassociation will help to build a reasonable corporate governance structure and beperfect our company legislation.Through the people’s court of judicial practice and analysis, induction andsummary of our country’s legislation, The status and effect for autonomy ofarticles of association will be further embodiment. Based on the company’sshareholders of the meaning, the articles of association is been formation of thecontract and corporated governance tool. The company’s shareholders realizecompany’s governance by articles of association and their maximize the interests. Intheory the articles of association, the author thinks that the articles of association is acontract between the members of the company and The members of the company arebinding. The autonomy of articles of association embodies the legislation onelaboration of company law, supplement, eliminate such as normative role. In theprocess of concrete reality,because of China’s current legislation principle is tooabstract, systematic defects, shareholders’ legal consciousness of thin and cause thereis much deficiency in the process of concrete for the company’s articles of associationand the insufficiency So in the further perfect our company legislation and improveinvestors, on the basis of legal consciousness, the author puts forward the design ofthe dichotomy to the articles of association of the company, beforehand control and afterwards control structure design, at the same time, the articles of associationautonomy is the expansion and restriction, the perfection of corporate governancemechanism.