The Study On The Legal Liability Of Shareholder’s Capital Contribution Under The New Company Capital System

Shareholder investment system is the main content of the corporate capital system, company capital theory and basic system of the commercial practice, shareholders’ capital contribution as an important part of the company set up, is the foundation of the company to set up. Shareholders through the capital contribution obligations to ensure that company capital enrichment, the company has an independent legal personality, at the same time also shoulder the task of creditors’ interests. Commercial practice in violation of the obligation of capital contribution, however, circumstances, violation of capital contribution obligations of shareholders in disturbing the order of economy at the same time, the company and the interests of the creditors can cause irreparable damage, so for shareholder investment responsibility system of related theory research is of great significance. Financial contribution system of our country "company law" to the provisions of the experienced different stages of the reform and development, in 2013 countries, a significant change in the company law, especially for the shareholders invested liability issues involved, based on the revised company law as the background change and the influence of the investment responsibility for shareholders were studied. This paper is divided into three parts:The first part is the new shareholder capital contribution obligation under the company capital system of the new changes. Introduces the meaning of shareholders’ capital contribution responsibility, actually paid capital changed subscribed capital system, the limitation of the minimum capital system of cancellation, the cancellation of the capital verification procedure and modify the content of the influence of shareholders’ capital contribution obligation, responsibility and shareholder capital contribution "in regulation to pursue" afterwards "remedy from public law and private law relief to the combination of private law relief to give priority to" the new changes.The second part is the new shareholder capital contribution obligation under the company capital system problems. Mainly elaborated under the new corporate capital system of some new problems, including the system make the shareholders’ capital contribution subscribed capital term autonomy is the lack of reasonable restrictions, minimum capital limit make significant capital shortage is difficult to define and cancel the capital verification procedure cost capital real security, these problems to the shareholders’ capital contribution responsibility will cause a significant impact on the determination and investigated.The third part is the shareholder investment responsibility system under the new company capital system perfect recommendations. For the improvement of the specific problems in the second part put forward the corresponding suggestion, but due to the content on the cross, can’t really do it. Concrete including accelerating due shall be applicable to the right of claim, further improving the company legal person personality denial system, establish the contribution capital for detailed rules and adhere to the good faith system construction and legal supervision, etc.