Judge Of Corporate Capital System

As one of three fundamental systems of modern corporation law, the capital systems of corporation have significant impact on the establishment and management of corporation. Abundant practices of corporation systems have demonstrated that reasonable capital system will greatly favour corporation's establishment and management as well as accelerate to attract more investors. This thesis is composed of five chapters. Chapter One, "Introduction", aims to confine the range of issues and define the connotation of the concept "legal capital system". Chapter Two, "To query the theoretic foundation of our legal capital system ", generalizes the idea of "capital credit" from our capital system, then query its rationality. Chapter Three , "Legal intervention to capital rules" , tries to find out the regular pattern and reasonable degree of legal intervention. Chapter Four , "To review our current legal capital system at the point of capital raising", is to review our subsidiary rules of capital raising. Chapter Five, "Conclusion", summarizes the opinions of this thesis . Now there are three capital systems in the world: the legal capital system, the authorized capital system and the compromising capital system, which are respectively defined according to the difference of the frequency in capital- issued at the point of capital formation. The thesis holds that many defects lie in the above methods of definition for their narrow understandings of the capital system, which detriment a lot in both further research to those basic issues of corporation capital systems and correspond between concepts. Indeed, the legal capital system is rather a serious of net of principles ,concepts and rules around the core concept "legal capital " and a kind of strict idea of capital control by law than a set of fixed strict and routine systems. Meanwhile, compared with the legal capital system, the authorized capital system is the other corporation capital idea and system which claims descending the threshold of capital, loosing control of capital and endowing the directors' board with the decisive power of capital's management. In a broader sense, it means not only the amending of issuing rules of capital but also the reforms of all rules relative to legal control of corporation capital in the process of capital system's reforms.In the present transformation's flows of capital systems, those developed countries and regions such as the U.S, the E.U , all make it the foundmental idea of the reform that corporation capital system should show "more effective in collecting capital, much enabling rules and much freedom of business judge". As far as our corporation law is concerned, the corporation capital system hasn't been revised since it was established in 1993 so that the whole capital system witnesses the clear characteristies of most strict legal capital system ----exact receiving capital system, which embodies tight control of law over capital as well as the utmost limit over the directors' board on the capital's distributive power . Nevertheless, the practices of capital system have been making it clear to all that strict legal capital system greatly impedes the rapid establishment of corporation and the mobile raising funds. Furthermore , despite of breaching in a large degree the corporation law, a few of corporations play tricks in raising money and some regional government make regulations beyond their power, which claim our corporation law to respond promptly. The legal capital systems are formed encircling the core concept "registered capital" that is regarded as a sign of capability for a corporation to pay its debt. In other words, registered capital signifies the credit of corporation. This thesis doesn't think that registered capital symbolizes the credit of corporation. On the contrary, there are many differences between registered capital and corporation credit. It is really the assets rather than the capital that signify the corporation credit.This thesis states t...