On The Protection Of Corporate Creditors Under The System Of Registered Capital Subscription

The purpose of the Company Law is to safeguard the legitimate interests of shareholders and creditors and the company. So as the world changes the legislative environment, China’ s market economy development and the way companies operate and the diversification of species,in order to solve various problems in reality, China’s Company Law since 1993 in the development of continuous improvement and change in. A total of Law through the second big change, the first change in 2005.2005 Company Lawto reduce the registered capital limits and provides funding can make the payment installments, but makes provisions for the period. This reform has changed the registered capital of a strict regime, reflecting a shift in the legislative concept, light heavy capital assets credit it, corporate autonomy light heavy administrative guidance, light only concerned about "security" heavy "security" and "efficiency" and balance. But we have to note that this is the case for creditor protection is weakening. The next reform of 2013 is even more drastic, immediate abolition of the minimum amount and payment deadlines are not even provided for the. Comparison of 2005 from authorized capital to ease compromise system directly into a complete system of authorized capital. But China is now the credit system is not perfect, the relevant legislation on the protection of creditors either not been established or is incomplete, so that the protection of the protection of the interests of creditors can be said that there is a short board, if not timely to be perfect, For China’s economic development must also be a big obstacle. Because in 2013, Company Law had changed in wide range of reforms, it is unable to make their own evaluation of concrete. So this article is mainly for creditor protection subscribed capital Inc. under the existing system to be explored.This paper was divided into four chapters.The first chapter introduces the registered capital of the subscription system and creditor protection. For the introduction of capital subscription system began largely from its basic concepts registered capital, the registered capital of explanation for its concept and the registered capital and the role of classification introduced. Then subscribe to clarify the meaning of the registered capital system, and analyzes the positive significance of the registered capital of the subscription system and the negative sense. For the introduction of creditor protection, first expounded the necessity to protect the interests of the creditors, then the registered capital subscribed for under the system of risk to protect the interests of creditors will exist.The second chapter describes the evolution of our subscription system registration system. First, the legislative evolution of the registered capital system were introduced, and then describes the current situation of China’s current registered capital subscribed legislative system, the next question from two aspects of our current system of registered capital subscribed to protect the interests of creditors. First, the lack of mechanisms to protect the creditor’s right to know and the other is the lack of relief mechanism to protect the interests of creditors.The third chapter introduces the legislation and our current registered capital subscribed system similar to the United States related to the protection of creditors area. American experience has been focused on building social credit and company law for legal personality denial system, monies collection system, aspects of due diligence obligations of directors meticulous sound provision allows the rapid development of the US economy, has been at the forefront of the world. The registered capital of the United States so that the subscription system to realize its maximum efficiency. Our legislation is quite similar with the United States, so that the United States to China’s Law legislation to enlightenment.The fourth chapter is to establish a mechanism to protect the interests of creditors, the registered capital subscribed our current system. Learn from the American experience and the reality of our country in the creditor’s right to know and creditor protection mechanisms relief mechanism proposed legislative proposals.