Research On The Acceleration Of Shareholders' Capital Contribution Obligation

The shareholders' capital contribution obligation is based on the legal act of subscribing contributions or subscribing shares that always occured at begining of the company founded,sometimes at the process of the company in operation.In December,2013,China revised the “Company Law of the People's Republic of China” in(the following of this article refers to as the "Company Law"),this revision that happened after the "18th National Congress" under the strong advocation of optimizing the business environment and jane administration and decentralization,began to adopt the Capital Subscription System.The Capital Subscription System gives the shareholders rights which allow the shareholders to make payment of subscribtion to capital contributions and make payment within an agreed period,so they could set up a company with a zero threshold for paid-in capital.While the shareholders enjoy more liberal autonomy,such system has more negative impacts on creditors.Therefore,since the implementation of the Capital Subscription System,creditors have relied on judicial channels to relieve their rights,and the number of cases about the acceleration of shareholders responsibility for capital contribution has gradually increased.This issue has become a focal discussion among academics and judicial workers.Because applicable standards on Article 3(2)of Company Law and Article 13(2)of Judicial Interpretation of Company Law(III)have not been updated,it has brought complex tests to judicial practice.This article will retrieve 91 real cases from Chinese Judgement Online and use the method of empirical research to analysis of the acceleration of shareholders responsibility for capital contribution,in order to provide empirical references and data supports for the improvement of the system.Chapter 1 is to find questions.Using empirical analysis to sort out 91 judgments about the acceleration of shareholders' capital contribution obligations,summarize the reasons and judgments of judicial trials.The analysis of the dispute arising from the basis of the opposite judgment in similar cases found that the judges had different understandings and interpretations of Article 13(2)of the Judicial Interpretation of the Company Law(III),and different applications on the issue of the acceleration of the shareholders' capital contribution obligation,and different opinions and interpretations of Articles 17 and 19 of the Provisions on Certain Issues Concerning the Amendment of Additional Parties in Civil Execution,thereby,judges might make opposite judicial decisions.Chapter 2 is to regress theory.From the perspective of legal theory,using the literature search method combined with the focal controversy in the judicial practice gain summaries.The legal basis for supporting and unsupporting the cases of the acceleration of shareholders' capital contributions is expounded separately,then there are reasons for rebuttal against unsupported judgment,the following is typely analysis of the legal basis on supporting judgments,and finally prove the theoretical basis of accelerated expiration of the shareholders' capital contribution obligation by the relevant legal principles.Chapter 3 is to make specific requirements.From exploratory researches on subjective and objective aspects of accelerated expiration of the shareholders' capital contribution obligation,there are specific requirements and judgment criterias for the judicial applicability,the author will expect to enhance the judicial applicability of the shareholders' capital contribution obligation.Chapter 4 is to construct system about accelerated expiration of shareholders' capital contribution obligation.Based on the above analysis,this chapter proposes perfect suggestions from the perspective of legislation and judicial application,that could solve the real dilemma of accelerating the shareholders' contribution obligation,thus this practice would promote the uniform applicability of the company law and make for creating an internationally advanced business environment in China.