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Generally speaking, the articles of association of a company are equivalent to the "constitution" of a company and are a programmatic document for the company's self-governance. From the purpose of the establishment of the company, the scope of business, to the rights and obligations of the company's shareholders, the corporate governance structure, etc., can be determined through the articles of association.
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The articles of association of the company refer to the basic documents formulated by the company in accordance with the law, stipulating the company's business scope, operation management system, legal representative and other corporate matters, and are also the necessary written documents of the company to stipulate the basic rules of the company's organization and activities. It is legally binding on all members of the company and is an indispensable important document in the process of the company's operation and development.
Article 11 of the Company Law of the People's Republic of China The articles of association of the company must be formulated in accordance with the law to establish a company. The articles of association of the company are binding on the company, shareholders, directors, supervisors and senior management. Article 12 of the Company Law of the People's Republic of China The business scope of the company shall be stipulated in the articles of association of the company and shall be registered in accordance with the law.
The company may amend its articles of association and change its business scope, but it shall go through the registration of the change. The company's business scope is subject to approval in accordance with the law and administrative law.
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The content of the charter. The content of the articles of association refers to the matters stated in the articles of association. According to Article 81 of China's "Company Law", the articles of association of the shares include as many as 12 items that should be recorded, which reflects the strict control of the shares.
The contents of the 12 provisions include: company name and domicile; the company's business scope; How the company is set up; the total number of shares of the company, the amount per share and the registered capital; the name of the promoter and the number of shares subscribed; rights and obligations of shareholders; the composition of the Board of Directors, its powers, the term of office of Liang and the rules of its proceedings; The legal representative of the company; the composition, powers, term of office and rules of procedure of the Board of Supervisors; the company's profit distribution method; the reasons for the dissolution of the company and the liquidation method; the Company's Notice and Announcement Measures; Other matters that the general meeting of shareholders deems necessary to record.
Article 18 of the Detailed Rules for the Implementation of the Regulations on the Registration and Administration of Enterprise Legal Persons, which came into effect on January 1, 2001, stipulates that the content of the articles of association of enterprise legal persons shall comply with the provisions of national laws, regulations and policies, and shall specify the following matters:
Purpose; name and domicile; economical dust retardation; the amount of registered capital and its **; business scope and mode of operation; the organizational structure and its authority; Procedures and terms of reference for the selection of legal representatives; financial management system and profit distribution form; labor and employment system; Procedures for amending the Articles of Association; termination of proceedings; Miscellaneous.
The articles of association of the joint venture legal person shall also specify: the method, amount and investment period of the joint parties' capital contribution; the rights and obligations of the members of the joint parties; conditions and procedures for participation and withdrawal; the formation, form, authority and decision-making procedures of the organizational management body; Term of office of the principal responsible person.
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The articles of association of the company need to be obtained from the relevant departments of the industrial and commercial bureau of the place where the company is registered, and the articles of association refer to the basic documents formulated by the company in accordance with the law, stipulating the company's name, domicile, business scope, business management system and other major matters, and it is also a written document necessary for the company to stipulate the basic rules of the company's organization and activities.
The articles of association are used as socks.
1. The most important conditions and documents for the establishment of the company.
The incorporation process of a company begins with the formation of the articles of association and ends with the registration of incorporation. China's "Company Law" clearly stipulates that the establishment of the articles of association is one of the conditions for the establishment of a company; The examination and approval authority and the registration authority shall review the articles of association of the company to decide whether to grant approval or registration; A company does not have articles of association, cannot be approved, and cannot be registered.
2. The articles of association of the company are the basic legal documents that determine the rights and obligations of the company.
Once the articles of association of the company are approved by the relevant departments and approved by the company registration authority, it will have legal effect. The company enjoys various rights and undertakes various obligations in accordance with the company's articles of association, and the acts in accordance with the company's articles of association are protected by national laws; In case of violation of the Constitution, the relevant authorities have the right to intervene and punish it.
3. The basic legal basis for the company's external business exchanges.
Since the articles of association of the company stipulate the principles and rules of the company's organization and activities, including business objectives, property status, rights and obligations, etc., this provides conditions and credit basis for investors, creditors and third parties to conduct economic exchanges with the company. All owners who interact with the company's economy in accordance with the company's articles of association can be effectively protected in accordance with the law.
4. The articles of association of the company are the autonomous norms of the company.
As a code of conduct, the articles of association of the company are not formulated by the state, but by the shareholders of the company in accordance with the company law. The company law is the basis for the formulation of the company's articles of association. As the Company Law can only regulate the universality of companies, it is impossible to take into account the particularities of individual companies.
The articles of association of the company are a kind of extra-legal code of conduct, which is implemented by the company itself and does not need to be guaranteed by the coercive force of the state. When there is a violation of the company's articles of association, as long as the act does not violate laws and regulations, the company will resolve it by itself.
As a code of conduct within the company, the articles of association only extend to the company and related parties, and do not have universal effect.
With a pattern and vision, it is in a leading position in the industry and has been developing. The internal management is also very humane, which can take into account the difficulties of employees and give them some spiritual comfort in a timely manner. Because such a company not only has a future, but he also loves his employees.
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