Research On Accelerated Expiration System Of Shareholder's Capital Contribution Obligation

The modifications of the company law of our country in 2013,in addition to abolish the minimum registered capital,one of the most important reform measures is to cancel the legal restrictions on the shareholders' capital contribution period,In addition to the establishment of a joint stock limited company or the law clearly requires to pay a funded company,the time of shareholders' pa-id completely set up by the autonomy,and the law no longer to make mandatory provisions for this.The reform measures reduce the shareholder investment cost,and activate the market vigor,but it did not gives enough attention to the creditor benefit protection,for the interests between shareholders and creditors become a serious imbalances.Especially when the company is unable to repay the creditors,and the shareholders' capital contribution period has not expired,the interests of creditors should be how to remedy become a problem in academic circles and judicial circles.At this point,whether the creditor can ask the shareholders to pay the capital in advance has become the focus of the academic and judicial circles.This paper is to study the problems.Besides the introduction,this paper is divided into four parts:The first part is about the challenge of the protection of the creditor's rights.This part mainly analyzes the lack of effective restriction on the time of the shareholders' contribution due to the law of our country,so that the registered capital of the company's external guarantee function and the independence of the company's property are greatly weakened,and the creditors' plight in the judgment of the company's property situation,which lead to the remedy dilemma of the creditors in the current legal framework,when the company can not pay the creditor,and the shareholders of the contribution period has not expired.The second part,the advantage and feasibility of shareholders' capital contribution obligation is accelerated.This section mainly discusses the advantages of requiring shareholders to extend their investment obligations to maturity compared with apply the insolvency proceedings,And on this basis,introduces the controversy that if the scholars can require the shareholders to pay the capital in advance,then make a detailed demonstration of the feasibility of the expiration of the shareholder's investment obligation.The third part,the application of the system of shareholders' capital contribution obligation acceleration due is accelerated.This part first explores several regulatory paths that ask the shareholders to pay the capital in advance and conducts a comprehensive analysis ofthe pros and cons of each rule path.And then take an in depth discussion about the application of the rules,including the the applicable condition,the scope of responsibility to the subject,and the cohesion with the bankruptcy law and so on.In the fourth part,the liability of other promoters when the shareholder's capital contribution is accelerated.In this part,the author mainly discusses the joint responsibility of the sponsor,and the specificity of the sponsor to bear the joint and several responsibilities,including the prerequisites of the sponsor to bear the joint liability,the exemption of the promoters and the relief path after the promoters undertake the due obligations,and so on.