Research On Shareholder 's Property System

As the reform of China’s capital system is in the transition from legal capital system to authorized capital system, a new concept of “asset credit”, instead of “captial credit”, has been gradually developed. The shareholder’s act of encroachment on company property seriously violates company’s asset credit, which should be strictly regulated. However, there are still some deficiencies of legal provisions in China’s “Company Law” and related judicial interpretations. Based on this issue, the paper researches definiton, identification and civil liabilities of the act of encroachment on company property, hoping to provide new ideas to the perfection of relevant system.The main body of this paper is divided into three parts except preface and epilogue.The first part is the overview of the system of shareholder’s encroachment on company property. It mainly introduced the theoretical reserch background and legislative situation. The resulting discussion on the non-precise concept of “withdrawal of captital” draws a conclusion that it should be replaced by the concept of “encroachment on company property”. Furthermore, the paper discusses the distinction between the concept of “encroachment on company property” and some relavant confusable concepts.The second part is the analysis of the identification of shareholder’s encroachment on company property. The author defines the concept by analyze the subjective and objective elements of the act of shareholder’s encroachment on company property in reference to the theory of constitutive requirements of crime. The paper also gives the analysis of several kinds of manifestations of the act enumerated in The Judicial Interpretation of Company Law(III), such as false share repurchase, false loan and false guarantee, by case study method. Besides, in view of the possible inaccuracy in judicial identification caused by the elusiveness and complexity of the act, the papar gives a further analysis.The third part discusses the shareholder’s civil liabilities of the act of encroachment on company property. Shareholder who encroaches company property should bear civil liabilities to company, corporate creditors and shareholders with integrity. Based on the classification of objects, the paper respectively discusses the nature and the form of shareholder’s liabilities.