| The level of activity in enterprises,which have been regarded as the most fundamental and active players in the market,greatly determines the economy’s level of development.Properly loosening the restrictions in company setting-ups,lowering the barriers to market for the investors and reducing administrative intervention to promote companies’ ability in selfsupervision and self-management significantly help to activate the market and develop the economy.The Chinese Corporation Law(2014)transformed the registered capital paid-in system to registered capital subscription system,which cancelled the minimum limits on registered capital and the first-time contribution as well as the payment deadline of the registered capital,and indicated the improvement and design from actual payment to subscription under the statutory registered capital system.However,as the reform arouses the enthusiasm of the market players for self-employment,it also poses threats to the creditors’ interests which used to be secured by the corporate capital.The creditors’ rights are no longer protected by the companies’ registered capital as it lost its function as a shield from risks.Artificially huge capital and overlong period of investment caused by release in administrative supervision and management,absence of legal dunning procedures for registered capital and faultiness in company information disclosure have been greater challenges to the protection for creditors’ rights.Based on illumination of the corporate capital system reform,the first part of this article analyzed the impact that the corporate capital system reform posed on the creditors’ interests and elaborate the need to strengthen the protection for the creditors’ interests.The second part analyzed the creditors’ risks caused by randomly subscribed capital contribution,absence of dunning procedures and information asymmetry between companies and creditors.The third part introduced the reforms of the corporate capital systems in foreign countries,observed and summarized the legal systems on the protection for the creditors’ interests and presented the reference based on China’s corporate legal system.The last part of this article came up with three ways to improve the protection for the creditors’ interests under the registered capital subscription system: to set proper restrictions on the period of capital contribution,to dun the investors to assume the obligation of capital contribution and to improve the corporate information disclosure.These measures seek the balance of interests among corporate autonomy,shareholders’ interests and creditors’ interests to facilitates the operation and development of the trading market. |
