The Company Capital System Reform And The Protection Of The Interests Of Creditors

In 2013,the Company Law was amended,the abolition of the minimum registered capital and other restrictions,to build a registered capital subscription system,taken from the "capital credit" to "asset credit" reform the first step,but the interests of creditors long-term protection Rely on the registered capital of the guarantee function,the reform will reduce the capital of the guarantee function of the interests of creditors protection,academic point of view different.The reform,no longer limit the minimum registered capital,abolished the minimum limit of the proportion of monetary capital contribution,and no longer forced to submit a capital verification report,etc.,is the 2005 "Company Law" modified a major reform,reducing the entrepreneur The establishment of the company's threshold,reducing the cost of the establishment of the main body of the market and the government regulatory authorities to ensure the burden of capital verification,and promote the active development of market economy.Although the reform has a higher yield,but also a price,the establishment of the capital recognition system is the impact of the weakening of the interests of creditors to protect.The corporate capital system is a constraint on the behavior of shareholders,through the registered capital to determine,maintain and maintain the interests of creditors play a guarantee role is to balance the shareholders and creditors information asymmetry situation of the system design.Is the reform correct?How is the protection of creditor's rights not affected?These problems need to be further thought and improved after the reform of supporting measures.This paper,from the perspective of creditor's rights and interests protection,makes a deep inquiry on the reform of the company law,rethies the implementation of the registered capital recognition system and the problems it faces,and explores the causes and consequences of the reform of the registered capital.And puts forward some effective suggestions on the improvement of the protection mechanism of the creditors' rights and interests of the company.The basic content of the paper is as follows:The first part is an overview of corporate creditor rights protection theory and corporate capital system.Through the exposition of the concept of corporate creditors,the reasons and theories of the creditors 'need for protection are elucidated,and then how the corporate capital system established for the protection of corporate creditors protects the creditors' interests through capital credit.The second part is the reform of China's capital recognition system and its influence.First of all,combing the historical process of the reform of the capital system of our country,and then briefly describes the specific content of China's capital recognition system reform,by reflecting on the purpose of the reform,motivation and reasonable,and then come to the company's capital system reform impact.The third part is the analysis of the creditor's rights protection mechanism under the capital recognition system.Capital recognition system reform,bear the brunt of the registered capital of the guarantee function is weakened,the interests of creditors to protect the impact of the need for supporting measures to replace the capital of the guarantee function.However,as the core of the supporting measures,the company's information disclosure system reflects the lack of assets,and corporate creditors rights and interests of the lack of relief.The fourth part is the experience of foreign countries.By selecting the civil law system and the common law system in Japan and the United States,drawing on its corporate creditor protection system,mainly to open the company veil system,information disclosure system,hoping to improve our corporate creditor rights protection mechanism to provide experience for reference.The fifth part is to improve the protection mechanism of the interests of corporate creditors.Through the improvement of the company before the company information disclosure system,as well as after the corporate creditor rights and interests of relief,with a view to the capital under the subscription system to build a comprehensive corporate creditor rights protection system.