Research On Accelerated Expiry Of Shareholders' Capital

The reform of the registered capital system of the company law is one of the topics that can never be ignored.With the development of the times and national economic policies,the company's registered capital system has undergone a process from strict to loose.The capital payment system of a limited liability company can basically be summarized from the strict paid-in capital system to the limited installment payment system to the current full subscription system.When the Company Law was amended in 2013,the legislature completely relaxed restrictions on the payment deadline for company registered capital.The limited liability company's registered capital system is no longer too restrictive,which include the minimum amount of registered capital,the time to the paid-in capital contribution,and the time to the shareholders' paid-in capital,in order to satisfy shareholders' autonomy to the greatest extent.This reform has opened the door for investors to start businesses and participate in the market economy--intentional investors who had insufficient funds.But the implementation of the full subscription system has caused new problems.The arbitrary exercise of capital autonomy by shareholders has caused the company to face a new crisis: On the one hand,the abuse of shareholder autonomy by the shareholders has caused the company's operating capital to be seriously insufficient,which has harmed the interests of the company,and an imbalance in the balance of interests between the shareholders and the company has occurred;On the other hand,the risk of the company's insufficient funds was externalized to creditors,which caused a new problem of shareholders' responsibility for capital contribution.Based on this,under the current subscription system,the issue of accelerated maturity of shareholders' investment responsibilities has entered the theoretical and practical circles.This article focuses on the accelerated maturity of shareholder contributions,and start with the latest judicial ruling,collecting and organizing a large number of referees.In addition,the author analyzes the theoretical differences and practical dilemmas of shareholders' capital expediting expiry.After conducting an inductive analysis of the theoretical divergence and practical dilemma of the accelerated maturity of shareholder contribution,put forward some ideas about the construction of shareholder capital accelerated expiry rules and supporting supervision measures.The article is divided into five parts for research.The introduction introduces the research background,significance,thesis structure and research methods of this article.It also summarizes the literature review of the current research status of this topic.The second part introduces the change process of the registered capital system of the limited liability company,in order to pave the way for the background of the thesis of this article.The third part sorts out the ruling documents of shareholders who have been sued for accelerating the capital contribution in recent years.It also analyzes the differences between courts under the current legal norms,regarding the application of relevant norms,protection of creditors' interests,accelerated capital contributions and similar rules.The fourth part focuses on the justification of accelerating the maturity of the shareholder's funding responsibilities supported by this article.In this part,It propose that the application of the shareholders' capital accelerated maturity rules under the subscription system is in line with the connotation of the company's three principles of capital,This rule is also a requirement for shareholders to exercise rights and assume obligations,and it is also the due meaning of the " Relaxed registration" and "Strict management" of the registered capital system of the Company Law.The last part analyzes some paths for the application of shareholders' funds to accelerate the expiry liability,and point out that the company's path to the foundation should be used to build a shareholder capital accelerated maturity system,and put forward some supporting measures to support the stable operation of the registered capital system of the limited liability company,Including the improvement of the company's capital payment disclosure system,the establishment of the rules for strengthening the effectiveness of paid-in capital contributions,and the construction of corporate and shareholder credit rating systems,with a view to improving the company's registered capital system.