Research On The Legal Issues Of Shareholders' Capital Contribution Obligations Under The Subscription System

The Company Law,which was amended in 2013,has abolished the deadline for registration of registered capital in China since 2005,and has made significant changes to the provisions of the previous Companies Law.The Company Law no longer limits the proportion of shareholders for the first time,the proportion of cash,and the minimum registered capital of the company,also has canceled the verification procedures,Moreover the company registered matters have changed accordingly.The changes in the Company Law have brought great advantages,and a series of questions have arisen.One of the key legal issues is the shareholder's obligation to contribute.After the implementation of the subscription system in China,the shareholders of the investment obligations had changed,and brought some problems of funding,also changed the solutions of these problem.The capital system of the company is the core of the company system.It is of great significance to the operation and management of the whole company and the ability of external responsibility.It is of great significance to the independent personality of the company.Therefore,it is necessary to study the contribution of shareholders.Part one focuses on the development of the company's capital system and the evolution of the legislation.First is about the reform of the company law of our country.In 2013,the law changes,China has opened the registered capital subscribed system prelude.At the beginning of the 21 st century,some major capitalist countries revised the company law to cancel the minimum registered capital limit.And through the comparison of the three capital system analysis China's registered capital subscription system.China is still part of the legal capital system.The second part focuses on the analysis of shareholders' investment obligations.After the change of the "Company Law",the shareholders of the investment obligations have been greatly changed.shareholders are no longer subject to great restrictions.In terms of the amount of capital contribution,the time limit for capital contribution has been changed,and even the proportion of capital contribution originally stipulated in the original text has been abolished.At the same time,the requirement of capital verification has been canceled.The subscription system has a profound impact on the shareholders'.This paper focuses on the question that three charges in the criminal law.And explores the dilemma that creditor protection is caught with the change of the "Company Law".The third part mainly explores the question of the implementation of the shareholders' contribution."Long-term" or "no-period" of the subscription problem is still a hot spot.The limitations of the current law are analyzed in this article.The question of whether the shareholders of their maturity can be accelerated.According to the relevant laws and regulations,it is still impossible to ask shareholders to accelerate their maturity without applying for bankruptcy.The change of the criminal law may reduce the deterrent power,so that the shareholders will be lazy to fulfill their obligations or the shareholders will flee the capital.On the basis of the previous parts,I put forward some suggestions on how to solve the problem of the non-performance of the shareholders' obligations and the protection of the interests of the creditors.Through the information disclosure system to disclosure the information full and timely.People who trades with the company can fully understand the company's situation,thus protecting the creditors from fraud.I put forward suggestions on the corporate personality denial system.I suggest to enlarge the scope of corporate personality denial,improve the standard of judgment applicable to personality,complete the distribution of burden of proof,improve the standard of insufficient capital.Through this to make full use of this system to protect the interests of creditors.Further improve the external regulatory mechanism,the supervision of law enforcement agencies involved in the company check the establishment of the funding situation,to achieve dynamic supervision.Improve the relevant laws and regulations,it is recommended to retain the crime of false registered capital,To take possession of corporate property crime instead of false capital crime.Also the law should give companies and creditors the right of asking the shareholders to invest in advance in special time.Improve the management of directors responsibility system,set the directors and executives of the collection obligations and take responsibility.