Labor-funded Research Legal Issues

Revision of the company law in 2005 to expand the scope of shareholders can be funded, to meet certain conditions of equity and debt funded status gained the affirmation of the law, but the law is still not clear whether the contribution of labor to respond, then the provisions of the State Council is determined not by the declaration of services. At that time the academic and legislative reason of labor services contribution to take evasive and negative attitude, because the company law is a popular rule, that is, in the final analysis the capital determines its internal and external guarantee ability dividends, labor due to its inherent attachment and invisible, in these two areas is not in addition, China has the advantage of long term, whether a material can be funded standard is "can be expressed in monetary value" and "can be transferred according to law", could not escape the fate of nature are excluded. However, in 2013 the company law amendment has released a different signal, this revision abolished the provisions of the establishment of the company, the minimum registered capital paid up capital, monetary capital restrictions in the proportion of the total capital restrictions, legislator’s intention is to encourage the establishment of the company, thus promoting the rapid economic development. Consistent with this is the capital guarantee ability is not so big after that, began to be questioned the company law, but in the modern society, the service role in promoting economic development is more and more big. How to continue to play a role in labor input, and protect their legal rights, become the academic and legislative must face the problem.In this paper, the topic of "labor is can be used for investment, to be the following:the first chapter for the theory research about the labor, respectively from the two aspects of the concept and characteristics of labor, to clarify the connotation and extension of the service concept, and introduces the service of personal attachment characteristics of intangibility, and value. Lay the theoretical foundation for the following analysis. The second chapter mainly analyzes the different views of labor services contribution in theory as well as the author of the obstacles. First, China’s company law has not stipulated the labor capital can become the legal form of investment, such a provision is mandatory, we can not because of the law of labor capital will not believe that such provisions are reasonable, whether from the state and private autonomy and the field of company law mandatory provisions of the state, that mandatory provisions of labor capital contribution is not reasonable. Secondly, the practical and academic circles of the capital guarantee function of superstitious and believe that labor capital is not negotiable and that labor capital can not enter the ranks of the capital, which is a rational investment, the author first discusses the guarantee function of capital is only subsidiary function of capital, and capital can really afford consider the interests of secured creditors are in doubt academia, then the author discusses the transfer of ownership is a kind of transfer, so can achieve the transfer of labor capital. Thirdly, the labor capital evaluation difficulties and breakthrough. The third chapter of this paper emerged from the practice of equity incentive and employee participation in corporate governance, labor work, and discusses the rationality and interpretation methods, ultimately comes down to only acknowledge the labor service contribution, there are all kinds of system in order to make more reasonable in practice. The fourth chapter of this paper mainly focuses on the construction of guarantee system of labor services contribution, in the analysis of the first three chapters the author agree with the labor service contribution, but an idea of the trip, but also assisted system. In this chapter the author intends to construct from the assessment, labor capital labor capital shareholders’rights and obligations, the protection of creditors.