Study On The Conflict And Coordination Between Autonomy Of Company Charter And Company Law Standard

China’s current company law was formulated in 1993,and has been promulgated and implemented for nearly 30 years after four amendments.Nowadays,the cases of company disputes are complicated and the judicial practice is full of tricks,especially when it comes to the legal effect of the articles of association on the internal shareholders of the company as well as between the company and the external third party,and whether the amendment of the articles of association is effective for filing.There are a series of disputes on whether the autonomy clause of articles of association does not violate the mandatory provisions of the validity of company law or the principles of company law.Based on the company’s articles of association of the source and characteristics of public law and private law,company law in the articles of association is the bridge of a company and the company law,and also promoted the development of the company law,the company’s articles of association practice from the relationship between the two companies involved in the company’s articles of association and reality dispute status to find the cause of conflict in legal attribute is unknown to the articles of association of the company,that is to say,in the legal judgment of the articles of association,different measures are used,and in the value judgment,the conflict between the liberalism of the articles of association and the interventionism of the company law is also the conflict between the value of public law and the value of private law.In order to coordinate the conflict between the two,first of all,the principle of coordination should be determined as following the principle of shareholder equality and distinguishing the scope of internal and external autonomy of the company on the basis of studying the characteristics of the articles of association and the company law respectively.Explore the coordination between the company’s articles of association autonomy and corporation law norms conflict coordination path,at the legislative level,improve the company’s articles of association and company law theory on the basis of the dichotomy of the company’s articles of association in the common law,it has practical significance for the perfection of legal system of our country company,draw lessons from the articles of association of the dichotomy of at the same time,don’t stay in the theoretical research level.In practice,different amendment rules are given to the memorandum and articles of Association.At the same time of improving the company’s articles of association system,it is suggested to issue judicial interpretation to distinguish mandatory provisions and arbitrary provisions in the company law norms,and to clarify the legal consequences of violating the mandatory provisions of management and mandatory provisions of effectiveness.At the judicial level,the judges adhere to the position of restraint,recognize the principle of corporate autonomy and adopt the case guidance system,endows cases with greater guiding role in judicial judgment.At the administrative level,administrative organs encourage personalized design of company articles of association by issuing normative documents or paying attention to cultivating the consciousness of market subjects to use company articles of association in the process of industrial and commercial registration.