1. Directors' voting rights ("per head"): Directors can only exercise their voting rights according to the head count, but not according to the amount of capital contribution stipulated in the Articles of Association.
2. Shareholders of joint-stock companies can only exercise their voting rights by shares: shareholders of joint-stock companies can only exercise their voting rights by shares, and the articles of association cannot provide otherwise. (Limited company may make other provisions).
3. Equity transfer: The articles of association cannot excessively restrict the equity transfer of shareholders of a limited company; The articles of association of a joint stock limited company shall not restrict the transfer of shares by shareholders other than directors, supervisors and senior managers.
Matters freely agreed in the articles of association.
(1) The business scope of the company
Article 12 1 of the Company Law stipulates that the business scope of the company shall be stipulated in the articles of association and registered according to law. A company may amend its articles of association and change its business scope, but it shall register the change.
(2) The legal representative of the company
Article 13 of the Company Law stipulates that the legal representative of the company shall serve as the chairman, executive director or manager in accordance with the company's articles of association and shall be registered according to law. Where the legal representative of the company changes, it shall go through the registration of change.
(3) The company invests in other enterprises or provides guarantees for others.
Article 16, paragraph 1 of the Company Law stipulates that a company's investment in other enterprises or providing guarantee for others shall be decided by the board of directors or the shareholders' meeting in accordance with the provisions of the company's articles of association; Where the articles of association stipulate limits on the total amount of investment or guarantee and the amount of individual investment or guarantee, it shall not exceed the prescribed limits.