Research On Creditor Protection Under Company Registered Capital Subscription System In China

With the rapid development of China's economy,the market economy has become more prosperous.In order to conform to the trend of the development of the times and to better standardize the development of leading companies,China revised the Company Law in 2013.This revision mainly focuses on the reform of the registered capital system and changes the original registered capital paid-in system to the registered capital subscription system.As the reform of the Company Law in 2013 is very strong,the registered capital subscription system established by the amendment exceeds the expectations of the theoretical circle and breaks the traditional research thinking of scholars who have shifted from statutory capital system to authorized capital system.In view of the theory of registered capital subscription system is not fully prepared,in the past,The loss of capital credit function under the system of registered capital paid-in,how to protect the interests of creditors under the subscription system has become a problem of great concern.This paper is divided into four chapters to study the creditor protection under the registered capital subscription system.The first chapter is an overview of China's registered capital subscription system,explains the concept of registered capital subscription system and analyzes the nature of the registered capital subscription system.By clarifying the relationship between registered capital subscription system and creditor protection,this paper explains the necessity of registered capital subscription system to protect creditors' rights and interests.The second chapter introduces the legislative status and problems of the registered capital recognition system of company law in China,mainly illustrates the related initiatives of the registered capital subscribed system in legislation,and points out the problems existing in the protection of creditors under the system of registered capital in China.The third chapter is mainly about the legislation of foreign company capital system on creditor protection and the enlightenment to our country,mainly introduces the common law system and the civil law system countries' contribution call procedure,the director bears the legal responsibility to the creditor,the third chapter is the foreign company capital system to the creditor protection legislation and the enlightenment to our country.Corporate personality denialsystem and information disclosure system and other excellent systems.Through the comparative study of the creditor protection regulations of companies in different jurisdictions,the author puts forward some suggestions to improve the protection of creditors in our country.Chapter four summarizes the suggestions of creditor protection mechanism under the system of registered capital subscription on the basis of the above three chapters.This part mainly corresponds to the second chapter of this article and draws lessons from the excellent experience of the third chapter of the foreign countries,specifically expounds the author's idea of perfecting the creditor protection system under the current registered capital subscription system in China.For example,we should establish the system of accelerating the maturity of shareholders' contribution,establish the procedure of registered capital call,perfect the legal responsibility of directors to creditors,perfect the denial system of corporate personality in our country,and perfect the system of publicizing enterprise information in our country,and so on.