Comparative Studies On The Issue About The Legal Liability Of Defective Capital Contribution Of Shareholders And Capital Of Significant Deficiency

Companies play an important role in the development of market economy. The stipulation of our country's system of company is becoming more and more systematic and reasonable. In 2013, the company capital system of our country has been greatly changed, which is changed from the statutory capital system to the subscribed capital system. The reform of the capital system has played a great role in encouraging entrepreneurship and stimulating the economy. However, the reform of the capital system also result to the differences in the application of the identification of investment responsibility and the disregard of corporate personality system. This paper intends to make a comparative analysis of the legal liability of defective capital contribution and the significant shortage of capital, and discuss the choice of the two liability system.This article begins with the case,which leads to the qualitative differences in practice about the responsibility of the defective capital contribution, and put forward some new problems under the subscribed capital system. Then the concept analysis and qualitative analysis are used to discuss the investment behavior and the related liability.And next, the paper analyzes the identification of the significant deficiency of capital, and discusses the application of the system of disregard of corporate personality. Finally, the article makes a comparative analysis on the defective capital contribution and significant shortage of capital from the nature and legal responsibility, and then discusses the connection of the defective capital contribution responsibility and the disregard of corporate personality system.Both of China's Company Law and the Companies Act judicial interpretation (3) have clear regulations on the responsibility of capital contribution. The provisions of Article 20 under Company Law offering principle to the disregard of corporate personality system. Under the new situation of the reform of the capital system, whether in theory or in the judicial practice, There are some issues need to be clarified. Such as the determination of responsibility of defective capital contribution,;And the application of the system of disregard of corporate personality in the case of a significant shortage of capital and so on.All of these have some controversy. And these controversial points are the important content of this article to start the discussion.