The Illiquid Contribution System In Corporate Law

Where there is independent property, there is independent personality. Thecapital is the foundation of a company's personality and the sole basis of thecompany's credit, which comes from the fund provided by the stockholders. Thereare two forms of the fund providing for stockholders, one is money contribution, andthe other is illiquid contribution. Compared with the former one, the commonobjective of illiquid contribution is not money, a common circulation thing without itsown character, thus, it is difficult to assess the objective accurately. Meanwhile, underthe asylum of limited responsibility, the providers of illiquid contribution have astrong inclination and various ways to provide false fund. Therefore, to solve thefollowing two problems, that is, how to specify the limits of the common objectiveilliquid and how to standardize the illiquid contribution system, is of greatsignificance to the healthy development of companies, to the protection of ordinaryinvestors and company's creditors and the orderly development of our nationaleconomy.However, what is regrettable is that, due to various historical andcontemporary reasons, on how to arrange the spot materials providing system,there are a lot of shortcomings in Corporation Law of our country. Forexample, on the problem of common objectives of illiquid contribution, therelevant articles are sketchy and indistinct, which results in endless argumenton what kind of objectives can be provided and what kind can't be in thecircles of law and real affairs, and the endless acts that disregard the Law.Both of them have done great harm to the authority of the Law. Anotherexample is, on the rules and regulations of illiquid contribution, the relevantdesigns in the law can't link up with each other, and are unclear in rights andduties as well, which causes all kinds of acts done by the providers thatseparate themselves from the Law. The interests of the company, others andthe whole society are damaged in such a situation.In view of the upper problems, the present thesis aims at the followingaspects. First, through text study, empirical study and logic analysis, thethesis will settle the definition and traits of illiquid contribution, which willbe used as the foundation of further studies. Second, through such methods ashistorical study and comparative study, the present thesis will reveal the mainshortcomings on the problems of common objectives and rules and regulationsin the current illiquid contribution system. At last, within the limits permittedby the predicable law transformation, the present thesis will constitute aneffective illiquid contribution system that conforms to our national conditions.This system will cover the two fundamental categories of common objectivesof illiquid contribution and rules and regulations of illiquid contribution. Onthe constitution of the former one, being extensive and principled are themajor directions, and the doctrine of five important conditions and the statusquo of our national economy and law are the supplementary. On theconstitution of the latter one, substantial rules and systems are the directions,and the autonomy of stockholders is the supplementary.