The Study On The Civil Liability Of Shareholder’s Defective Capital Contribution

There is no doubt that the company plays an important role in China’s socialist market economic system. Company capital enrichment is the key to corporate personality system. As we all know, shareholder’s defective capital contribution situation violates the company’s charter. And there is no doubt that it will shake the company’s independent legal personality. And then it maybe affect the integrity of transactions and the development of the market to establish. At the same time, the whole social economy may also be affected. From the establish of the company,the situation of shareholder’s defective contribution appears regularly,which will result in many other legal issues as well as at the expense of the interests of the company,creditors and other shareholders. Hence the study of the issues related to defective contribution of shareholders is very important and necessary. This paper combine the new 2013 Company Law of the People’s Republic of China with the relevant Company Law Judicial Interpretation Three of China. Through detailed discussion and analysis of issues of civil liability for defective contribution of shareholders, the writer concludes some suggestions for the purpose of completing the legislation of civil liability for shareholder’s defective contribution.This paper is divided into four chapters, the main contents are as follows: The basic theory of shareholder’s defective capital contribution is introduced in the first chapter. It mainly expounds shareholder’s contribution obligation, the related conception of shareholder’s defective capital contribution,characteristics and forms of shareholder’s defective capital contribution, as well as the adverse consequences of the defective capital contribution. And this exposition can lay the foundation of the latter discussion and analysis. The second chapter mainly discussed the existing problems of the relevant laws of our country. Meanwhile, the writer combined the Chinese regulations of shareholder’s defective capital contribution with foreign related legal regulations. As the central chapters of this paper, the third chapter concluded the civil liability of shareholders in a company by an overall analysis. It’s very necessary to complete the leaks of related regulations of the Company Law.Thus, the writer give some rational suggestions in the last chapter. And the author hopes that will do a little positive effect to the relevant legislation.