Improvement Of Company Registration System From The Company Credit Perspective

Company registration system requires company to record the legal items on the company register according to the legal proceeding, and to publicize the items to the public. It plays an important role in the company credit-building process. Not only can company registration display company credit by keeping the fundamental information on the register, but also can ensure company credit through the public-trusting of itself and rigorous legal liability. There are two types of company credit theories, one is capital credit theory, and the other is assets credit theory. Capital credit theory was seemed to be the basis of the old Company Law of China and it has brought a profound influence. However, capital credit can not reflect the condition of company credit faithfully and can't protect the behalf of the investors and creditors. Therefore, the amended Company Law employed the assets credit theory. The change of company credit ideal requires the transform of company registration system. There has become a system of company registration in China, which is made up of General Principles of Civil Law, Company Law and Regulation on the Administration of Company Registration, etc. There are three categories of company registration, including establishment, variation and withdrawal registration, during the process of the registration, following items should be recorded: name, residence, legal representatives, registered capital, paid-up capital, company types, running scope, running term, the name of the investors and the time, manner of the investors to pay for their share. Company registration falls within the scope of administrative behavior, it should be examined and publicized by administrative organs. However, the completed examination which was adopted in a long term can not ensure the company credit, on the contrary, it has weakened the public risk consciousness, because of the absence of the practical condition, the formalization examination cannot be manipulated well. The public summons also include some problems, such as no convenient method for the public to get know about of the register, no civil liability to restrict the applicants and the company registration organs, no stipulation about the effectiveness of the company registration. Therefore, it is urgent for us to improve the company registration system, adopting the relative examination principle, solving the problems from the aspect of information publizing system by perfecting register and proclamation system, enacting liability stipulations to restrict the applicants and the company registration organs and provide remedy for person who suffered from unreal registration, at last, in order to safeguard company capital, it is necessary to modify the Criminal Law in due course.