On The Perfection Of Company 's Capital System In China

In December 2013, China revised the Company Law of the People’s Republic of China, in which greatest effect was made on the Corporate Capital System. Under the guideline of the third plenary sessions of the Eighteenth CPC Central Committee, the minimum registered capital of the company with limited liability were abolished, which turned the paid system to should pay system and the verification system. This is a significant reform in China’s law-making history that the minimum registered capital was abolished in the company with limited liability. Lowing the bar of company register encouraged the enterprise and increased the efficiency on a certain degree. However, in accordance to the experience of company legislation in other advanced legislation countries, efficiency improved by the Company Law of PRC is insufficient to meet the demand of the free competition in economic market. Meanwhile, the measures did not synchronized with legislation to maintain the safety trade. Great progress could be made on the demand of efficiency and security. On the efficiency side, the investment form, capital increase condition and capital transfer condition were limited; on the security side, the company credit system was faced with serious challenge, contributed capital lacked register and publica tion, and the application of the law came into conflict. Both sides were not involved in the progress of the law revise.As we known, the UK, the USA, Germany and Japan were advanced legislation developed countries. The UK was the origin of company legisl ation. America made work-remarkable achievement on company legislation with a short national history. In accordance to their national situation, Germany and Japan innovatively and successfully transferred the statutory capital system to the authorized capital system on the base of other countries’ essence, which adapted to the market development and strengthened their economic power.In response to all the problems mentioned above, the UK, the USA, Germany and Japan made sophisticated laws in different way s,such as the completed society information publication system, varied investment ways, the system of disregard of corporate personality. China’s company legislation could benefit from these experience on the condition that China choose and adjust the way in accordance to the national situation to build up the law with Chinese characteristic. With the reform and opening up background, the thesis analyzed the twice company capital system reforms in the history of Company Law of PRC and put forward proposals to solve the problems on efficiency an security of China’s company capital system with the advanced experience of other countries.