The Role of Object in the Capacity of Commercial Companies in English Law with a Look at Iranian and Australian Law مقاله

چکیده:

In the past, the capacity of commercial companies in English and Australian law was limited to the company's object based on the Ultra Vires rule. This rule, which was applied to protect the rights of company partners, was not compatible with the conditions of the business world, where speed and security in commercial transactions are essential. Today, with the emergence of economic developments, countries are seeking to reduce the complex legal frameworks of the past and use simple and smooth frameworks to ensure speed and security in commercial relations. In this regard, in the countries of England and Australia, unlimited capacity has been granted to commercial companies, and they do not consider capacity to be limited to the object. In Iran, there have been no explicit regulations in this regard, and most legal scholars, citing the principle of specialization, consider the capacity of a company to be limited to its object. The new draft of the Commercial Code has also not provided a solution to the aforementioned problem. The existence of commercial companies with broad and general activities defined as the company's object on one hand, and the lack of strong and effective supervision over companies on the other, shows that limiting the capacity of a company is not an appropriate tool for supervising company affairs. In this writing, an attempt has been made to study the legal developments regarding the capacity of companies in the English legal system and, with a look at Iranian and Australian law, to examine the effects of limiting company capacity on commercial relations and the rights of company partners.