Research on the Legislation and Regulation of Defective Equity Capital Contribution

The market economy of our country is in the process of continuous development,more and more capital elements are put into the economic production.Equity,as a kind of non-monetary property,is no exception.In 2009,our country promulgated "Administration Regulation on the Registration Equity Contribution "(had been abolished),which set that equity contribution has become the fifth kind of definite ways of investment,following material object,currency,land use rights,intellectual property rights.The way of equity contribution was confirmed,which had a positive effect on the development of market economy in our country.The so-called equity contribution is a legal act,that the shareholders of companies invest theirs equity as capital investment to a company in accordance with the relevant laws and regulations and the provisions of the company's articles of association.Shareholders have the right to dispose of their equity.The law of allowing equity contribution improves the operational efficiency of social capital,reduces operating costs,supplies a new way for shareholders to use the equity value,provides channel establishment and financing for our company,and makes more natural and legal organizations become the mainstays of the market economy and the participants of the capital market,what is more,opens up a new convenient way for enterprise restructuring,reorganization and restructuring in our country,so as to promote the company's function,which can play and play better in the market economy.But in reality,the malignant events of equity contribution are frequent.According to the relevant provisions of the equity contribution,shareholders have the obligation to invest their equity,that the original shareholder of a company has the obligation to transfer their equity to the transferee.In practice,there will be such a case that the shareholders' equity exist defect.This kind of capital contribution behavior with defective equity is not only a violation of the obligation of capital contribution,but also a serious damage to the legitimate rights and interests of the company,other shareholders and creditors.This will seriously disrupt the normal market economic order,and is not conducive to the overall development of social economy.However,for the bad behavior,our country did not have perfect laws and regulations to prevent and punish,only part of clauses in "The Company Registered Capital Registration and Management Regulations","The Company Law" and "The Judicial Interpretation Three Of The Company Law" affirm in the equity contribution behaviors,and there are not specific laws and regulations for defective equity contribution and the responsibility to shareholders' defective equity contribution.So it is necessary to perfect the legislation regulation and supporting measures on defective equity contribution as soon as possible,which can really play the beneficial value of equity contribution,promote the rapid capital circulation in the market,and make shareholders participate in market activities in the form of convenient.This paper reviews the legislation history of equity contribution in our country,defines the concept of defective equity contribution,then draws the protection of legislation on defective equity contribution from foreign countries,and puts forward legislative suggestions and supporting measures to prevent defective equity contribution.The full text can be divided into five parts.The first part is the introduction,which points the origin,the reason and the purpose of the full text.The second part is the definition and type analysis of the concept of defective equity contribution.After the description of the process of equity contribution legislation in our country,this paper analyzes the concept,the causes and the classification of defective equity contribution.The third part introduces the present situation and existing problems of the defective equity contribution in our country,aiming at pointing out the defects of defective equity contribution.The fourth part is about to investigate and learn how to use the law to regulate the contribution of defective equity abroad.Through the introduction of the legislation of foreign defective equity contribution,we can find out the legislative system in line with China's actual situation.The fifth part discusses the improvement of the legal regulation of defective equity contribution in our country.The paper will puts forward some legislative suggestions,basing on the analysis of the problems existing in the legal regulation of defective equity contribution in our country.