literature Mainland China English summary

The Competition of Plural Agreements in Company Law: On the Distinctions among Shareholder Agreements, Resolutions, and the Articles of Association

公司法中复数协议的竞合：论股东协议、公司决议与公司章程之区分

Analyzes shareholder agreements, corporate resolutions, and articles of association as different forms of shareholder consensus with different parties, formation methods, permissible content, and legal effects.

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Brief English Introduction

The article is directly useful for the post-2023 Company Law problem of whether a shareholder agreement can bind the company, later shareholders, or corporate organs.

Use It For

Use it for shareholder-agreement hypotheticals, voting arrangements, veto rights, reserved matters, and conflicts between private contracts and the articles.

Teaching Notes

Ask students to identify the parties to each instrument before asking which instrument should prevail.