在执行大陆法系的国家,公司法属于商法的一个重要组成部分,而且带有商法的私法属性。然而,在公司法制定之始,公司法始终在国家意志的控制之下,表现形式虽然以公司法强性规范为主,仍然是表达国家强制性意志的工具。但是,对公司法强性规范的研究却从未停止,随着公司契约理论的兴起,20世纪末这项研究再次受到了人们的强烈关注。本文就公司法强性规范的理论性基础、价值、历史演变以及社会效果等方面进行分析,加深人们对公司法强性规范的理解和把握。 In countries where civil law is enforced, corporate law is an important part of the commercial law and carries with it the private law nature of commercial law. However, at the very beginning of the company law, company law has always been under the control of the will of the state. Although its form of expression is mainly based on the norms of corporate law, it is still a tool for expressing the will of the state. However, the research on the norms of corporate law has never stopped. With the rise of corporate contract theory, the study in the late 20th century once again received strong attention. This article analyzes the theoretical basis, value, historical evolution and social effects of the Company Law, and deepens the understanding and grasping of the Company Law.