The effect of the company formation contract on the death of the commercial company

Articles in Press

Document Type : Scientific Research

Authors

1 Associate Professor, Faculty of Law and Political Sciences, University of Tehran

2 Master's degree in private law, Kharazmi University, Tehran

3 Master's degree student of the University of Tehran

Abstract

The legal nature of the commercial enterprise must be considered as the dual contractual-organizational nature. From the point of view of the economic analysis of rights, one should even consider the priority of the organizational aspect over the contractual aspect, but in any case, the nature of the commercial company cannot be imagined without the aspect of the contract. Just as the articles of incorporation and company charter are effective in creating a company, its provisions can also be effective in liquidating the company. The present research is trying to investigate the impact of the company's contract on its dissolution. Despite the organizational aspect of the commercial company, the application of the principle of free will is not restricted in the commercial company.In addition to the essential requirements mandated by the law that the articles of association must refer to, the founders of the company can include other legitimate conditions in it. Conditions such as the condition of termination or liquidation of the company, its revival during the liquidation period, and the possibility of converting the company by the will of the quorum of the condition if there is no intent to harm can be foreseen, but in any case, it is not possible to dissolve the caste company by agreement among the listed cases, but in The framework of the general rules of contracts, compliance with the nature of the commercial company and its function, added to the liquidation of the company.

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Civil Law Knowledge

Articles in Press, Accepted Manuscript
Available Online from 18 May 2025

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