Brief English Introduction
The material helps students compare the common-law contractual view of articles with the constitutional or autonomous-law view more familiar in civil-law discussion. It is particularly useful for asking when articles bind members, when they bind the company, and when they cannot be used to enforce a purely outsider right.
Use It For
Use this as a comparative prompt for article-based appointment powers, internal governance procedures, and the limits of treating articles as an ordinary private contract.
Teaching Notes
Pair this with Wan Jiayu and Guiding Case No. 96. The comparison lets students see why the legal nature of articles matters when a dispute turns on later amendment, appointment procedure, or shareholder consent.