Research On Protection Of Creditor's Interest Under The Capital Subscription System

As one of the most important systems in the "Company Law",the company's capital system is indispensable throughout the company's operation.The company's debt occupies a large proportion of the debt that occurs in the entire large financing environment.Creditors provide huge financial support for the company's operation.A perfect creditor's interest protection system can not only improve the efficiency and safety of capital operations,but also improve the company's Competitiveness,cultivate a healthy market.The revision of the "Company Law" in 2014 opened the door to the registered capital subscription system,realized the modernization of our national capital system,and the shareholders' autonomy of the company's registered capital was fully affirmed.This revision can be said to have been carried out without sufficient preparation.It is a product of China's economic system reform,especially the implementation of the "Simplified Administration and Decentralization" policy.This has given China's judicial practice and the theory of company law how to face this reform puts forward many new issues,especially how the capital subscription system balances the encouragement of investment and entrepreneurship,safeguards the interests of creditors,and guarantees the security of creditors' transactions,including the timely follow-up of relevant systems to protect the interests of subsequent creditors.In view of the capital subscription system established after the revision of the"Company Law",This system neglects the protection of creditors' interests while giving shareholders rights.Based on the background of the company's capital system reform,this article studies the protection of creditors' interests from three aspects:shareholder contribution period,disgard of corporate personality and information disclosure system.This paper is mainly divided into four parts.The first part is an overview of the capital subscription system and the protection of creditors' interests.The theoretical part of the capital subscription system specifically introduces the meaning of the capital subscription system,the characteristics of the capital subscription system,and the shortcomings of the capital subscription system;The creditor's interest protection theory part introduces the connotation of the creditor and the legal basis of the creditor's interest protection.In addition,this part also introduces the impact of the capital subscription system on creditors'interests and proposes corresponding protection ideas.The second part is the system construction of shareholders capital contribution accelerating under the capital subscription system.Firstly,it discusses the freedom and limits of shareholders' contribution period under the capital subscription system.Secondly,through judicial practice cases,the issue of protection of creditors'interests caused by the provisions on the capital contribution period under the capital subscription system is raised.Finally,it puts forward the applicable suggestions for the shareholders capital contribution accelerating system.The third part introduces the protection of creditors' interests from the perspective of legal personality denial,firstly,introduces the applicable conditions of legal personality denial under the registered capital subscription system,secondly,introduces the burden of proof and improvement path in the legal personality denial lawsuit,and finally introduces some suggestions to improve the personality denial system under the capital subscription system.The fourth part introduces the construction of the company's information disclosure system under the capital subscription system.Specifically,it includes the necessity of constructing a information disclosure system and specific system construction suggestions.