Protection Of Creditors'interests Under Capital Pledging System

For a long time,the company capital system has been a key content of the Company Law and an important object of the reform of the Company Law.At the end of 2013,the newly revised Company Law adjusted a lot of contents.Among them,the company capital system has been greatly revised and changed.It abolished the long-standing registration system for the paid-in of registered capital and changed into the subscription registration system.That is,in the process of company registration and registration,the industrial and commercial departments only register the subscribed capital,and no longer register the paid capital.At the same time,they cancel the capital verification certification materials,which brings great convenience to the company registration subject.However,everything has two sides.On the other hand,under the new capital system,shareholders' rights are further enlarged and the subscription amount and time limit can be agreed independently.However,the interests of creditors are obviously ignored,which leads to the unequal interests between shareholders and creditors.It is for this reason that how to balance the interests of shareholders and creditors,and find effective ways to protect the interests of creditors,is an urgent need to solve a major issue.Under the new capital system,aiming at the protection of creditors' rights and interests,this paper mainly divides into four parts to carry out research and discussion:The first part focuses on the corporate capital subscription system and the interests of creditors to conduct a comprehensive summary and discussion.Firstly,the meaning and types of corporate capital system are elaborated,and its legislative evolution is discussed.Secondly,it analyses the connotation,types of creditors and the value function of protecting creditors' interests.Finally,the differences between the two capital systems in protecting creditors' interests are studied,and the importance of protecting creditors' interests is deeply analyzed.The second part mainly elaborates the current situation of the protection of creditors' interests under the capital subscription system.This paper analyses the changes of the creditor's interest protection mechanism before and after the revision of the Company Law and the innovation and improvement of the new Company Law.This paper explores what protection creditors' interests can get under the capital subscription system and what adverse effects it will have,and then analyzes the problems existing in the protection of creditors' interests under the capital subscription system.The third part focuses on the legislative experience and Enlightenment of the protection of creditors' interests under the foreign company capital subscription system.This paper introduces the company information disclosure system,creditor participation in corporate governance system and corporate personality denial system related to the protection of creditor's interests abroad,compares and analyses the international legislation,and gets inspiration from it,which provides a new path and method for exploring and perfecting the supporting system and measures of our country.The fourth part puts forward legal suggestions to further improve the creditor's interest protection system under the capital subscription system from the legal point of view.Through the analysis of the first three parts,we can see that there are still many deficiencies in the protection of creditors' interests under the capital subscription system,especially the construction of supporting measures is relatively weak.Therefore,on the basis of deep analysis of foreign related systems,the article puts forward corresponding legal suggestions,including improving company information disclosure system,gradually establishing creditors' participation in corporate governance mechanism,perfecting corporate personality denial system,perfecting enterprise credit system,and perfecting directors' and Executives' responsibility system.