Research On The Reform Of The System Of Registration Of Company Capital

Company’s registered capital system is the core of the company law system, its legislative purpose mainly is to protect the rights and interests of creditors, maintain the transaction security, is advantageous to the state intervention in the economy. But with the development of economy, are endowed with the function of the system gradually, both neither can realize to protect the interests of the creditors of expected legislation, also increase the cost of creating companies, inhibit social investment enthusiasm, limits the autonomy space of shareholders and the company, the protection of shareholders and the company lack of strength. Compared to legislation in countries and areas of the world, abolish the minimum registered capital system became the trend of the development of the company system. On December28,2013, the12th session of the National People’s Congress standing committee sixth through the latest revised company law, and effective as of March12014modified company law, abolishing the minimum registered capital system in the new company law.The amendment of company law2013, for the vast number of investors to bring good news, reduces the investors to the threshold of market access, simplify the procedure of company. But also makes the registered capital as to protect the interests of creditors weakened the function of\"front-end control\" mode, to protect the interests of the creditor has brought great threat. Under the existing law frame, how to improve the system of registered capital, better balance the conflicts of interest between shareholders and corporate creditors, can fully protect the interests of creditors, and not contain shareholder investment’s enthusiasm, to inconvenience shareholder investment. Based on this, based on the balance between shareholders and creditors’interests as the goal, the study of the company’s registered capital system of our country, and puts forward some Suggestions to perfect the company’s registered capital system.This article is divided into four parts, the overall structure is as follows:the article first part first discusses the meaning of the company’s registered capital registration system, then introduces the legislation of the company’s registered capital registration system value and the selection of different capital model on legislative value. Then on foreign company’s registered capital registration system for comparative analysis, from the legislative background of company registration system of registered capital, by studying the United States, Germany, Japan legislation evolution on the minimum registered capital system, and analyzes the reasons, find out the system of development path and the trend of worldwide, so as to provide certain reference for our country to reform the system. Article second part is to reflect on the company’s registered capital registration system in our country, analyzes the existing registered capital registration system for protection of creditors advantages and disadvantages, and puts forward the new company law after cancel the minimum registered capital will face new problems, and its advantages and disadvantages to judge. The third part of the article is the analysis of the build system of shareholders’ standard of capital, this part discusses the shareholder capital contribution system in all aspects of the reform, establishing effective evaluation system, perfecting capital withdrawal mechanism, lay particular stress on control’s defensive mentality change ever, attaches great importance to the protection of shareholders’ equity. This paper puts forward in the last part of the company’s registered capital was founded after the registration system reform, corresponding measures to protect the interests of creditors so as to achieve the balance of interests between shareholders and creditors.