On The Internal Protection Mechanism Of Company Credit

This thesis from comparative point of view, discussing the intramural protection ofcompany credit which based on the capital maintenance rule. Trying anatoming andcomparing the capital maintenance and solvency test roundly, analysising thedisadvantages of the protection of company credit in china. This thesis contain fourchapters: the first chapter is" The essential principle of the intramural protection ofcompany credit"; the second chapter is "The traditional entrance of the intramuralprotection of company credit: the capital maintenance "; the third chapter is "Thealternative entrance of the intramural protection of company credit: solvency test"; thelast chapter is" The review and consummate of the intramural protection of companycredit in China".The first chapter is" The essential principle of the intramural protection ofcompany credit": This chapter introducing the basic concepts and the essential principlerelated to this thesis. First, defining the connotation of company credit. Second,pointing out the standard of distinguishing the intramural protection and externalprotection. Third, explaining the value of the intramural protection, meanwhile,pointing out there is difference between capital efficiency and capital inefficacy in theintramural protection of company credit. Last, demonstrating benefit balanceprinciple and regulation efficiency principle should be run through the intramuralprotection of company credit.The second chapter is "The traditional entrance of the intramural protection ofcompany credit: the capital maintenance": this chapter support the core of the capitalmaintenance is ensuring the solvency of company, with capital as 'stickyard' tosafeguard capital be assigned to shareholders lawlessly. Casting back the causation ofthe capital maintenance and introducing the assigning methods and recessive assign inthe capital maintenance, remarking on the merits and defects of the capital maintenance.Through the inquisitional result, the conclusion is attainable: first, subscribed capital occupy only very small portion in total capital. Second, all countries which wereresearched considered subscribed capital has affirmative effect. Third, the researchreveal legal capital more effective than the claim from credit evaluate institution andthe agreement with creditor and insolvency law.The third chapter is: "The alternative entrance of the intramural protection ofcompany credit: solvency test": This chapter defining the meaning of the solvency test,casting back the putting forward and development of the solvency test, introducing theelement and how to perform the solvency test, and the noticeable problems and thedifficulties of the solvency test, and the relationship between the two subsidiary tests.Then, discussing the merits and the defects of the solvency test. Through comparing thedetailed contents of solvency test in non-European countries and suggested by academe,the conclusion is by considering the liquidity conduce to make asset assigning.The last chapter is" The review and consummate of the intramural protection ofcompany credit in China": There is capital maintenance in China as the intramuralprotection of company credit. But company must offset the lossing and obligate thestatutory and conventional accumulation fund before distributing assets; the proportionof the share buy back can't exceed 5% of the subscribe capital; when decide to cutdown the capital, company is obligated to tell creditors and dischage or avouch for thedissenting creditors. Although those rules are amiss, don't mean we should abandonthose rules and adopt solvency test. The market developing level, message openingstatus, law culture, law tradition and judiciary in China determine it is not advisable toabandon capital maintenance. Solvency test is available in many countries, not onlythere is corresponding institutional condition, but also there are supplementary oralternative measures. Furthermore, the principle of path depend also require we can'tchoose or abandon rashly.The fact is capital maintenance rule and solvency test are not prefect, if we canfind a mechanism which wope off their defects and combine their merits, it is bestchoose.