Research On Defective Equity Transfer Under Subscription System

In 2013,China established the subscription system of registered capital,creating a relaxed environment for shareholders to contribute capital and reducing the cost of establishing a company.However,every coin has two sides.Subscription system not only brings positive effects,but also brings new transaction risks.At present,under the circumstance of imperfect social credit,the phenomenon of defective capital contribution by shareholders is serious,and the disputes of defective equity transfer are more and more frequent.Compared with the paid-in system,the defective equity transfer under the subscription system exposes some new problems.Such as shareholders in disguised withdrawal of capital contribution,malicious extension of capital contribution period,have caused an impact on the equity trading market.This paper USES the method of big data analysis to sort out and analyze the cases in judicial practice and select the typical cases for classification.Through the discussion of the typical cases in practice,the legal problems of defective equity transfer under subscription system are sorted out,and Suggestions are put forward for the improvement of the follow-up system.This paper focuses on the problems related to defective equity transfer under subscription system.The first part of this paper elaborates on the corporate capital system in detail,compares the differences between authorized capital system,legal capital system and eclectic capital system,and analyzes the registered capital system in China.Then it introduces the history of China’s transition from the paid-in system to the paid-in system,puts forward the identification of the nature of the paid-in system,and expounds the differences between the paid-in system and the paid-in system.The cognizance of the second part defects to the limited liability company equity was analyzed,and the transition from solid to pay system to subscribed in the system,due to legal loopholes,a new flaw,thus contributed under different flaws appeared and stock transfer problems,innovative put forward under subscribed to defective equity transfer is divided into "slight defects equity transfer" and "general defects equity transfer" point of view,and points out that under subscribed shares transfer appears diversification.The third part presents the sample of relevant cases in the way of big data,and selects the typical cases for analysis,and proposes the legal issues in the disputes of defective equity transfer in practice.The fourth part discusses the legal problems in practice,and analyzes the views and disputes of the theoretical circle,and puts forward such issues as the effectiveness of defective equity transfer,the accelerated expiration of shareholders’ capital contribution,and the illegal capital reduction of the company.The fifth part is aimed at the above problems,put forward their own Suggestions to improve the relevant system.The author puts forward some Suggestions on how to construct the liability of shareholders’ contribution to accelerate the maturity,how to improve the procedure of capital reduction,and how to clarify the effectiveness of defective equity transfer.