Is it the shareholders' meeting or the board of directors to amend the articles of association?

The articles of association, like the company law, bear the responsibility of adjusting the company's activities. This requires that the shareholders and promoters of the company must be considerate and clearly defined when formulating the articles of association, and cannot make various understandings. Generally, the board of directors proposes amendments. The board of directors is the decision-making body of the company's operation. Have a good understanding of the company's operation and the implementation and change of the articles of association, and can make positive suggestions on the revision of the articles of association. According to Article 47 and Article 109 of the Company Law, the board of directors holds a shareholders' (general) meeting. However, the revision of the Articles of Association is related to the overall development of the company and may not be proposed temporarily during the meeting.

1, legality. Legitimacy mainly emphasizes the legal status, main contents, modification procedures and effectiveness of the articles of association, which are mandatory by law and no company may violate. Articles of association is one of the necessary conditions for the establishment of a company. No matter whether a limited liability company or a joint stock limited company is established, all shareholders or promoters must conclude articles of association and submit them to the company registration authority for registration.

2. authenticity. Authenticity mainly emphasizes that the contents recorded in the company's articles of association must be objective and consistent with reality.

3. autonomy. Autonomy of will is mainly reflected in the following aspects: first, the articles of association of the company, as a code of conduct, are formulated by the company itself according to law, not by the state, and are the result of unanimous expression by the company's shareholders; Second, the company's articles of association is a code of conduct outside the law, which is implemented by the company itself and does not need state coercion to ensure its implementation; Third, the articles of association, as the internal regulations of the company, are only effective for the company and related parties, and are not universally binding.

4. openness. Opening up is mainly aimed at joint stock companies. The contents of the company's articles of association should be made public not only to investors, but also to the public including creditors.

Legal basis: According to the Company Law of People's Republic of China (PRC).

Article 60 The articles of association of a one-person limited liability company shall be formulated by the shareholders.

Article 61 A one-person limited liability company shall not set up a shareholders' meeting. When making the decisions listed in the first paragraph of Article 37 of this Law, the shareholders shall make them in written form, signed by the shareholders and kept in the company.