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  4. Vol 2, Issue 2, 2023

Discussion on the Legal Nature of Company Articles of Association

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DOI: 10.23977/law.2023.020206 | Downloads: 10 | Views: 418

Author(s)

Zifo Shen 1

Affiliation(s)

1 Xi'an Peihua University, Xi'an, China

Corresponding Author

Zifo Shen

ABSTRACT

The company's articles of association are a necessary document for the establishment of a company, which sets out the basic rules for the organization and operation of the company. The complexity of the contents of the articles of association determines the diversity of its legal nature. But for the legal nature of the articles of association, there are still arguments in the academic circles. Therefore, this article adopts a comparative analysis method to analyze two viewpoints, namely the contractual theory and rule of autonomy, in the two legal systems, and finds that neither can fully explain its legal nature, so the nature of the articles of association should be defined according to the different objects of adjustment, so as to determine its effectiveness according to its nature.

KEYWORDS

Articles of Association, legal nature, legal effect, contractual theory, rule of autonomy

CITE THIS PAPER

Zifo Shen, Discussion on the Legal Nature of Company Articles of Association. Science of Law Journal (2023) Vol. 2: 38-42. DOI: http://dx.doi.org/DOI: 10.23977/law.2023.020206.

REFERENCES

[1] Zhao Xudong. Editing Group for the Commercial Law: Commercial Law, Higher Education Press, 2019, p. 124.
[2] Chang Jian. On the Articles of Association, China Social Sciences Press, 2011, p. 33.
[3] See R. H. Coase, The nature of the Firm, 4 Economica, 386, 389(1937).
[4] Liu Junhai. Legal Logic of Registration and Publicity of Articles of Association. The Procuratorate Daily, July 22, 2020, 7th Edition.
[5] Sun Ying. Study on the Validity of Articles of Association, Law Press, 2013, p. 25.
[6] Dong Huining. Freedom of Articles of Association and Its Legal Restrictions, Law Press, 2007: p. 66.
[7] Zhou You. Functional Evolution of Company Law: From Filling in the Blank to Choosing, Law Press, 2022, p. 314.
[8] Chen Yanjing. The Path and Development of Dualism in the Nature of Articles of Association, Business and Economic Law Review, No. 06, 2020, p. 74.
[9] Liu Junhai. An Introduction to the Legal Protection of Shareholders’ Rights, People’s Court Press, 2011, p. 24.
[10] Wang Xiaobo. The Path of Judicial Review of the Articles of Association, Hebei Law Science, No. 09, 2019, p. 181.

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