| While the reform of the corporate capital system is entering a new stage in promoting the development of our country's economy,it also made potential crisis for the protection of the creditor's interests.The decline of the company's capital credit,to a certain extent,weakens the guarantee function of the registered capital,but the function of registered capital is still very important for the protection of creditor's interests.The Acceleration System requires the shareholders to take on the supplementary liability within the limited liability of the company.The registered capital,as a guarantee for the company to assume responsibility for the external,includes not only the paid-in investment of shareholders,but also the advance capital contribution before the time of performance.When a company fails to repay its debts,the shareholders should bear general guarantee liability in their scope of contribution,and the interests of the shareholders should give place to the interests of the creditors at this point.This paper demonstrates the legitimacy of The Acceleration System from the aspects of legislative purpose,legal effect as well as the selection of company capital system.And we provide a unified referee scale to solve the disputes of company's debts,company capital reduction and stock right transfer in the subscription capital system combining with the disputes of acceleration's application in the current judicial practice.At present,there are disputes about the choice of " not fulfilled or not fully fulfilled" and "unable to repay" in the Paragraph2,Article13 of judicial interpretation 3 of the “Company Law”.In the judicature,there are also issues such as the unidentified validity of the company's articles of association,the difficulty of the creditor's proof and so on.But we can accelerate the construction of The Acceleration System by expanding judicial interpretation to provide legal basis for acceleration and clearing the applicable conditions of acceleration. |
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