Research On The Company Capital System Of China

The National People's Congress standing committee passed the "company law" amendment to revise the company capital system on December 28,2013. The content including abolish the minimum amount of registered capital, change the system of capital contributed to subscribed and no longer limit amount and the pay of the shareholders or promoters for the first time in installments except special provisions in the law. How to evaluate the practical value of these reform measures? What's the problems of the reform in protecting creditors? How to avoid and improve these problems are the necessity and significance of this paper.During the research, this paper uses the method of historical study. Through the analysis of three kinds of capital system, learn the history of capital system by longitudinal study. Meanwhile, this paper also contrast the differences between the three major capital systems in different legal systems in conditions and influence factors. Comb through the evolution of the system by longitudinal study and transverse comparison and analysis of the system, then abstract a higher level that the differences of the legislators'value orientation of arbitrary and compulsory capital system in the development of capital system and even the company law. In addition, this article also used the research methods of sociology to analyze the advantages and disadvantages of the practical value of the company capital system reform in our country. And put forward suggestions and improvement measures aimed at the defect in capital system reform.In content, this paper is divided into four parts. The first part summarizes the objective basis and function of the capital system. The former explains the problems of the capital system and the latter reflects the three functions of capital system as a later stage. The second part analyzes the evolution process of the capital system by longitudinal study. And horizontal contrast the influences in the company's development environment and legislative mode as well as the guiding ideology between continental law system and Anglo-American law system capital system as the starting point and the foothold of national capital system reform in further study. Through the discussion of the first two parts, the third part abstracts the essence of the capital system reform is the different value orientations of the lawmakers in compulsory and arbitrary capital system. The last section is the focus of this paper. On the basis of the previous theoretical basis, analyzing the reform of the capital system in our country. Centering on the protection of creditors'benefit, and expounds the defects in practice of this reform. Then put forwards the improvement measures and suggestions from two aspects of substantive law and procedural law to solve these problems.