On The Direct Claim Of The Creditors Of The Company To The Non Fulfilling Shareholders

With the revision of the "Company Law," the company's registered capital system has changed.The company's capital has changed from the original paid-institution system to the subscription system.Shareholders can set their own capital contribution deadlines,and problems arising from shareholder capital contribution are becoming increasingly prominent.In order to limit the high degree of autonomy of shareholders in the capital contribution period,prevent shareholders from abusing their rights and avoid the problems of the lack of capital contribution by shareholders due to the company's capital subscription system.The "Judicial Interpretation of Company Law(III)" entrusted the creditors of the company with the right to seek repayment from shareholders who did not fulfill their obligation to contribute capital when the company was unable to repay debts.In a company's creditor and company litigation relationship,when the company is unable to pay off its debts,the creditor has the right to exercise direct power over the shareholders.However,the company's creditor's right to make direct claims against shareholders who have not fulfilled their capital contribution obligations is a special institutional arrangement in the company law that does not fully comply with the traditional rules of civil law.This results in the company's creditors' right to exercise direct claims against shareholders who have not fulfilled their capital contribution obligations for different problems apply.The article research focuses on the analysis of the problems encountered by the company's creditors on the right of non-fulfilment of shareholders to perform direct claims,and proposes corresponding suggestions from the perspective of facilitating the realization of rights,so as to ensure that creditors' claims are realized.The problem that the company's creditors need to solve when they exercise direct rights over shareholders is that the obstacle to the exercise of rights is the conflict with traditional department law.Through the analysis of the company's creditor's theory of direct claim rights of non-fulfilment shareholders,it further defines the boundary of shareholders' failure to fulfill their capital contribution obligations and expounds the behaviors of shareholders' failure to fulfill their capital contribution obligations and fully fulfill their capital contribution obligations,and analyzes the company's creditor's request.The right is based on the doctrines of different legal principles,such as subrogation rights and statutory duties.Clearing the legal relationship between the legal company's creditors,companies,shareholders,and the company's creditors' right to request is necessary.With reference to the specific provisions in the Judicial Interpretation of the Company Law(III),it concludes that the company's creditor needs to meet the conditions for the shareholders who have not fulfilled the obligation to fulfill the capital contribution obligation,that is,the creditor has the due creditor's right for the company,and the shareholder fails to fulfill its obligation to invest in the company..It also puts forward the problems encountered by the company's creditors in exercising judicial rights and jurisprudence in the exercise of their right of direct claim against the non-deposited obligation shareholders and the areas that need to be improved.In response to the company's creditors exercising their direct claims,they encountered the rules and regulations of the shareholders' capital contribution obligation and the non-monetary contribution obligations of the shareholders who did not fulfill their obligations.