“joint stock company”严格来说指的是股份公司。但在很多国家,股份公司即指股份有限公司,因此,有时也可直接将其翻译为股份有限公司。
A joint-stock company is a business entity in which shares of the company's stock can be bought and sold by shareholders. Each shareholder owns company stock in proportion, evidenced by their shares (certificates of ownership). Shareholders are able to transfer their shares to others without any effects to the continued existence of the company.
In modern-day corporate law, the existence of a joint-stock company is often synonymous with incorporation (possession of legal personality separate from shareholders) and limited liability (shareholders are liable for the company's debts only to the value of the money they have invested in the company[clarification needed]). Therefore, joint-stock companies are commonly known as corporations or limited companies.
但在有些国家,比如英国等国家,也有一些注册的joint stock companies并非承担有限责任。
Some jurisdictions still provide the possibility of registering joint-stock companies without limited liability. In the United Kingdom and in other countries that have adopted its model of company law, they are known as unlimited companies. In the United States, they are known simply as joint-stock companies.
因此,翻译“股份有限公司时”,除了使用companies limited by shares之外,如果想要使用joint stock这一用法,最好将其译为joint stock limited company。如我国《公司法》中即采用这一用法:
依照本法设立的股份有限公司,必须在公司名称中标明股份有限公司或者股份公司字样。
A joint stock limited company established according to this Law shall include words of "joint stock limited company" or "joint stock company"。
第九条 有限责任公司变更为股份有限公司,应当符合本法规定的股份有限公司的条件。股份有限公司变更为有限责任公司,应当符合本法规定的有限责任公司的条件。
有限责任公司变更为股份有限公司的,或者股份有限公司变更为有限责任公司的,公司变更前的债权、债务由变更后的公司承继。
Article 9 A limited liability company to be changed into a joint stock limited company shall satisfy the requirements as prescribed in this Law for joint stock limited companies. A joint stock limited company to be changed into a limited liability company shall conform to the conditions as prescribed in this Law for limited liability companies.
