The Flaw Of Company's Instauration Registration And Legal Relief

The flaw of company's instauration registration refers to the fact that the proceedings registered in register organs when the company set up don't accord with the truth or violate the compulsory regulations of law. It can be classified as flaw based on applicant and flaw based on mistake of register organ according to the reason of its birth. It can also be classified as flaw of financial contribution, flaw of constitution, flaw of shareholder and etc. according to its content.,The flaw of company's instauration registration is of great importance to the availability of the company's instauration. The corporation laws of different countries have different opinions to the legal consequence of the flaw of company's instauration registration. The Great Britain accepts principle-admitting doctrine, the U.S.A. accepts specific admitting doctrine, Germany accepts nullification-disaffirming doctrine, Japan and Korea accept discriminating disaffirming doctrine and Taiwan of our country accepts cancellation-disaffirming doctrine, China accepts cancellation-disaffirming doctrine.The flaw of company's instauration registration based on applicant can be classified as flaw of financial contribution, flaw of purpose and flaw of shareholder. The substance of the analysis of legal consequences of the three flaws is how to balance the profit among the applicant (viz. charier member or shareholder), the company and the creditor. There're many methods of relief for the flaws such as the right to claim damages, the procedure system for invalidation of the company's instauration and the application of the principle of disaffirming the quality of corporation etc..The flaw of company's instauration registration based on the registration organ should effectiveness of understood validity. The fact that the company has no subjective fault can't confront bona fide creditor. At the same time, the registration organ should bear the liability for compensation for its wrong registration. In order to relieve the wrong registration's damage to commercial trade, the author suggests using the system of making corrections to registration in real estate law for reference and makes system design for making corrections to registration according to authority and application respectively in corporation law.