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公司法特有的多重规则,整合了任意性、强制性这样的规则。现有公司法采纳的语句带有含糊的弊病,没能折射出清晰的这一边界;对于关系到规则属性的疑难没能彻底来化解。公司法带有市场的特性,被归类为商法;这种状态下,它融汇了民法架构以内的任意性,也涵盖着强制性。然而,应能拟定最适宜的评判尺度来考量它们。着手立法时,应能探求潜藏着的规则弊病,审慎予以归类,设定适宜边界,有序衡平双重的规则。
The multiple rules inherent in corporate law combine arbitrary and mandatory rules. The statements adopted by the existing company law have ambiguous shortcomings that fail to reflect the clear boundary; the difficulties associated with the rule attributes can not be completely resolved. The incorporation of the law of the corporation into the marketplace is classified as a commercial law; in this state, it incorporates arbitrariness within the civil law structure and implies coercion. However, it should be possible to draw up the most appropriate yardstick for judging them. When embarking on legislation, we should be able to seek the hidden defects of the rules, classify them prudently, and set the rules that are appropriate for the border and orderly and equitable.