Research On The Accelerated Expiry System Of Shareholders' Capital Contribution Obligations Under The Subscription System

In 2013,China's company law system underwent a new round of reform based on the guiding ideology of streamlining administration and decentralization,removing the original law's restrictions on the period of capital contribution and the minimum paid amount of shareholders when the company was established.This modification is a radical change from the fundamentals of the capital system,which means that China has realized the transition from the previous partial subscription system to the full subscription system.To some extent,the implementation of the full subscription system has indeed encouraged shareholders to invest and motivated the market economy.However,encouraging shareholders to invest is not encouraging shareholders to conduct "exploit an advantage" and "to gain valuable things with worthless things even nothing" From the relevant judicial judgments at this stage,it can be seen that the number of lawsuits filed by creditors against company shareholders has increased significantly in recent years.This also shows that with the implementation of the subscription system,it is likely that some shareholders will use the "legitimate investment period" in the subscription system to damage the interests of creditors,and use these "legitimate investment periods" to avoid the investment obligation,resulting in companies Capital is false.Then,during the "legal investment period" of shareholders,how can the interests of creditors be protected when the company is unable to settle its external debts?Can you ask shareholders who have not yet reached the investment period to accelerate their investment obligations and other issues have become the most controversial after the reform?problem.Judges in practice also have their own opinions,but in most practical cases,judges do not prefer to protect the interests of creditors on such issues.Instead,they strictly abide by China's laws and regulations to protect the "legal investment period" of shareholders..However,the number of academics who support the accelerated maturity of shareholders in the theoretical world is more than the number of judges in practice,and there is no consensus on the legal application of this issue among the scholars who support the accelerated maturity of shareholders.So is it reasonable to apply accelerated expiry at this stage?How does accelerated expiry apply specifically?Are there other better ways to solve the problem of creditor protection under the subscription system?For these issues,this article first introduces the theme by sorting out and analyzing various viewpoints in theoretical practice,and then demonstrates the necessity of accelerating the maturity of shareholders 'funding obligations.Finally,it presents views on how to specifically construct the expiring maturities of shareholders' funding obligations,hoping to help solve the problem.Specifically,this article is divided into five parts:The first part sorts out the relevant viewpoints in the theoretical and practical circles,and makes a relevant evaluation of each viewpoint,and draws support for the affirmative theoryThe second part mainly discusses the necessity of the accelerated application of shareholders' funding obligations,starting from the disadvantages of the current subscription system,combining the existing existing systems with certain limitations and the advantages of the accelerated maturity system.The use of accelerated maturity is necessary to conclude that the application of accelerated maturity is essential at this stageThe third part mainly analyzes the legitimacy of the accelerated maturity of shareholders'investment obligations,and discusses the legitimacy of accelerated maturity from the legislative purpose of the company law,the equivalence of rights and obligations.The fourth part is to analyze the path of accelerated expiry first,and analyze the advantages and disadvantages of several paths at this stage.It shows that the most appropriate way is to expand the application of the three judicial interpretations of the company law.After discussing the application path,the specific application conditions and exercise rules of the system are set out to discuss the specific construction of the shareholders' investment obligation to accelerate maturity.