Research Of Legal Rules And Regulations About Defective Establishment Of Company

Defective establishment of company means that the company the sixth branch establishes and obtains the business license, because it exists in the establishment process violates the legal rule the slight defect, thus causes the legal personality which it already obtained to be at the non-steady state the establishment behavior. It concentrates manifests is: Company has already obtained the legal person license in the form through the registration, namely already male showed to the society legitimately is effective, the company certainly did not have the legitimate content in the essence which the company should have. The company slight defect establishment can have the direct influence to the company law personality, The company is possible therefore loses the legal personality, and very possibly has a series of negative consequences in the society, for example: the company spending limit with does not tally actually, which unable to safeguard creditor's creditor's rights and destruction transaction security, the company is abolished, causes the goal which the company sets up to be unable to realize, which waste the social resources and so on. But our country law of corporation is insufficient to this question attention and causes the standard not strength, which unable to achieve forms the new social order using the legal standard behavior pattern the goal. Therefore, Conducts the thorough research from the legal principle theory of law and the legal standard angle to the company slight defect establishment adjustment question, has the extremely important theory significance and the practical significance.This article divides into four major parts besides the quotation and the conclusion:The part 1 has carried on the comprehensive limits to the company slight defect establishment. Firstly, the author obtains from the company slight defect establishment phenomenon, through the concept which proposed to the correlation scholar carries on the analysis, through the concept analysis, promulgates the company slight defect establishment three characteristics. And then, the author through the correlation concept comparison profoundly elaborates the company slight defect establishment unique connotation.The part 2 has carried on the typological analysis to the company slight defect establishment manifestation, that is induces for conducts the research to the performance shape. Firstly legitimately had been established the condition to the company which must satisfy to carry on the analysis, and then pointed out the company sets up the behavior already to have to conform to the civil legal act generic condition but also corms to the law of corporation stipulation special important document. Secondly, according to slight defect nature and characteristic, carries on the classified summary to the company slight defect establishment performance shape and divides into the type below the company slight defect establishment performance shape: the company sets up the goal illegal and violates the public peace and order slight defect, sets the human ill standard slight defect, Sets up the person meaning expression slight defect, capital not solid slight defect and so on..The part 3 comprehensively elaborated the company slight defect establishment legal consequence. First, it has discussed the British and American legal system country or the area using the comparison method about the slight defect establishment different processing pattern, and pointed out to sets up the slight defect company to have the condition acknowledgment with to have the condition denial is two big legal system together choices. Next, the civil liability most is short of which in view of our country company slight defect establishment law system in undertakes the system to carry on the analysis discussion, supplements and corrects in the discrimination company slight defect establishment slight defect with the company slight defect establishment is abolished or declares something invalid in two kind of situations, the consummation civil liability undertakes the system.The part 4 in the third part to two big legal system processing pattern analysis foundation in, examined and has reconsidered our country law correlation stipulation characteristic and the insufficiency, proposed the perfect breakthrough point to be possible the mentality. The goal is constructs our country highly effective, the unified company slight defect establishment legal regime. First, has carried on the narration to our country corporation slight defect establishment legal regime. After analyzes in 2005 "Law of corporation" revision influence which the slight defect establishment system brings for the company, summarizes our country to the slight defect establishment company's processing pattern, and points out its insufficiency. Next, proposed consummates our country Corporation slight defect establishment legal regime the conception1.in the company slight defect establishment processing pattern, based on comprehensively protects the shareholder and the creditor benefit, the proper attention to both efficiency and the security idea , according to our country national condition, should choose imprint cripple denies the legal person personality the processing pattern; 2. In concrete system measure aspect, Proposed the unification carries on the standard by "Law of corporation", the definite slight defect establishment company's slight defect scope, the perfect company's slight defect establishment administration cancellation system, the establishment company slight defect establishment lawsuit declares invalid the system, the perfect company slight defect supplements and corrects the system as well as the civil liability undertakes the system.