The Discussion Of The Moderate Capital Company System And Legislative Choice Of Chinese Capital System

Though the company system does not have a long history and profound ground as civil law, various law issues get involved including the nature, status and function of company law, each sector of company system, the establishment, operation, alteration, restructuring, insolvency and liquidation of a company. As a beginner, I am not able to tap all these issues in a comprehensive way and therefore I start from a small issue and try to understand them one by one. This paper elaborates on the company capital system—so called cornerstone issue in company system—, and explores the legislation theory and function of company capital system from various aspects like definition, meaning and function of capital, the meaning and mode of company capital system. Then this paper explains the legislative basis of choosing the company capital system in China by analyzing the formation factors, establishment of rules and stipulations of moderate capital system. By explaining the characteristics of moderate capital system, this paper continues to discuss the reform and development of Chinese company capital system from the aspect of theory, rules and legislation, and then put thoughts on improving the company capital system in the light of inadequate amendment of new Company Law.The first chapter summarizes the preface of essay selected topic. This paper starts from the legal definition of company capital, revealing the basic definition, meaning and function of company capital. The author bases his opinion on that capital internally constitutes the economic basis and starting point of the establishment and operation of a company, externally acts as the security for assets liabilities towards outside parities and forms the permanent investment by the company shareholders in accordance with the articles of association. This leads to the exploration on the theory of company capital system in the following chapters.The second chapter explains the meaning, characteristics and function of moderate capital system by exploring the meaning and mode of company capital system, and the theory and function of capital system structures. This lays the theoretic grounds for legislative choice of Chinese capital system to be discussed in the following chapters.The third chapter analyzes the reason behind the formation of moderate capital system. It first demonstrates the subjective factors of the formation of moderate capital system in light of the revolution and reestablishment of Chinese capital value. Then it demonstrates the economic environment of the formation of moderate capital system by comparing the economic factors affecting the formation of three modes of capital systems. Later by considering the shaping of rule of law concept, the improvement of supervisory system in advance and remedy system afterward, it demonstrates that the legal environment has been developed and the initial condition for the formation of moderate capital system has been met.The fourth chapter explains the rules for the capital system formation and advacates the final formation of moderate capital system. It begins from the definition of registered capital and tries to explain the formation of moderate capital system in theory and in light of the rules of minimum capital and capital contribution, etc.The fifth chapter demonstrates the legislative choice of moderate capital system in China. It first introduces the overseas legislation of capital system and then discusses the relevant stipulations in the Company Law before and after the amendment. By interpreting the legislation characteristics of the previous Company Law, it elaborates the legislation on capital and special regulations related to this in the new Company Law. At last it arrives at the conclusion that the moderate capital system is recognized by the new Company Law.The sixth chapter discusses the reform and development of company capital system. It recognizes the reform results of company legislation in China after introducing the growing trend of company capital system in major countries around the world. At the meantime, it brings up a discussion on how to improve the company capital system in China in light of the inadequacy in the current legislation.The end of the paper is a closing remark. By summarizing the whole paper, it comes to a conclusion that the moderate capital system results from the company legislative reform in China. At last it sets forth the research goals of this paper which is by various analysis and comparative research to understand the legislative choice of capital system by Chinese current Company Law.