Research On Legal Regulation Of Equity Investment

With the continuous development of Chinese market economy,the forms of capital elements that can be put into economic production become more and more abundant,including non-monetary property equity.In 2009,our country promulgated "Administration Regulation on the Registration Equity Contribution",which clearly stipulated that equity investment became the fifth mode of capital contribution in China after "material object,currency,land use right and intellectual property right".Taking equity as the legal form of investment,it is undeniable that it will play a positive role in promoting the sustainable development of China's economy.Equity contribution refers to the legal act of the equity owner who,in accordance with the provisions of law or the provisions of the articles of association of the company,contributes all his equity to another company in exchange for shares of another company.Shareholders as owners of shares,of course,have the right to dispose of their shares.Allowing equity contribution as a way of capital contribution can accelerate the operation of social capital,provide a new way for shareholders' equity appreciation,expand the way to set up companies and enterprises' financing in China,let more subjects become participants in the market economy,and better play the role of companies in the market economy.But in practice,malignant equity contribution events have occurred frequently.If shareholders use their equity to contribute,then shareholders have the obligation to transfer their equity to the transferee company.However,in the actual capital contribution,if there are defects in the equity held by shareholders,then the shareholders will use such defective equity to make capital contribution,which will damage the legitimate rights and interests of the transferee company,the transferee company's shareholders and creditors.It will even lead tobankruptcy of the company,destroy the normal order of market economy and go against the development of social economy.However,there is no perfect law to regulate this bad behavior in our country.Our country's regulation on "The Company Registered Capital Registration and Management Regulations","The Company Law" and "The Judicial Interpretation Three Of The Company Law" in some provisions on the behavior of equity capital contribution affirm,but for what is a defective equity investment,how to avoid the occurrence of defective equity,and defective shareholders equity capital contributions shall be what kind of responsibility,the law is not to in our country.Therefore,it is necessary to improve the relevant legal regulations and supporting measures in China as soon as possible to reduce the adverse impact of defective equity investment on the market and give play to the beneficial role of equity investment.Speed up the flow of capital.Play a positive role in economic development.This paper defines the concept of defective stock rights,summarizes the types of defective stock rights,and at the same time,draws lessons from foreign legislation on defective stock rights contribution,so as to put forward relevant Suggestions on legislation regulation of defective stock rights contribution in China.The paper can be divided into five parts.The first part is the introduction,which points out the research background and purpose of this paper.The second part is the definition and type analysis of the concept of defective equity contribution.This paper analyzes the concept,characteristics and types of defective equity contribution.The third part introduces the present situation and existing problems of our country's regulation of defective equity contribution,and points out the problems of our country's legislation regulation of defective equity contribution.The fourth part is to investigate and learn from foreign legislation on the regulation of defective equity contribution.Through introducing the legislative measures of foreign defective equity contribution,find out the legislative system in line with the actual situation of our country.The fifth part discusses the perfection of legal regulation of defective equity contribution in China.On the basis of analyzing the problems existing in the legal regulation of defective equity contribution in China,this paper puts forward some Suggestions to improve the legislation.