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

The "Company Law" amended in 2014 opened the era of the registered capital subscription system,simplified the registration method of government departments,gave the company shareholders more autonomy,and gave full play to the active role of market players.How to better balance the relationship between shareholders(sponsors)and creditors,and fully protect the interests of creditors,has become a topic of common concern in academia.This article is divided into four chapters for discussion.Chapter One introduces the registered capital subscription system and the protection of creditors' interests,points out the concept,background and practical significance of the reform of the registered capital subscription system,and then defines the creditors and explains the creditors under the registered capital subscription Change of protection concept.Chapter 2 points out the problems in the protection of creditors after the implementation of the registered capital subscription system.For example,the company 's information disclosure system is imperfect,and creditors 'right to know is not guaranteed.For example,when the legal personality denial system is used to the detriment of creditors,the registered capital agreement is not feasible for too long,and the shareholders(promoters)fail to perform their investment obligations In this way,shareholders(promoters)damage the interests of creditors by amending the articles of association,and creditors are lacking in corporate governance and other issues.The third chapter mainly introduces several representative countries in the civil law system and the Anglo-American legal system,Germany,Japan,the United Kingdom and the United States,and compares their provisions on the protection of creditors in the law,in order to draw on useful experience for My country.Chapter 4 gives measures to improve the protection of creditors' interests in view of the problems in Chapter 2.Mainly include the improvement of the information disclosure system,the improvement of the company 's legal personality denial system,the restriction of excessive capital contribution periods,the establishment of a reminder system for shareholders who fail to meet their capital contribution obligations,and the introduction of creditors to participate in corporate governance.Through specific analysis of specific problems,the proposed countermeasuresare more targeted and effective;and this article combines the latest court minutes to analyze and demonstrate,making the analysis of the problems more time-sensitive and novel,in line with the latest laws Spirit;drawing on the beneficial experience abroad,and starting from the national conditions,we can better protect the interests of creditors.