| The publication of the Draft Amendment clarifies the legality of equity as a form of capital contribution.However,it is worth noting that the legalisation of equity contribution as a non-monetary form of capital contribution does not weaken its potential risks.At present,China’s laws and regulations,as well as the Draft Amendment,are not perfect in relation to defective equity contributions,mainly due to the lack of systematic regulation of the equity contribution appraisal system prior to equity contributions,the lack of perfect information disclosure system and the lack of strict liability system for defective equity contributions.Based on this,it is possible to compare and refer to the legal regulation of defective equity contributions in foreign countries,combine it with China’s local judicial environment and thus establish a clear system of equity contribution assessment,clarify the subjects of assessment,unify the assessment methods and regulate the assessment procedures of equity contributions;improve the information disclosure system,clarify the subjects and contents and set up corresponding protection mechanisms;improve the supervision system of equity contributions,strengthen the supervision of external authorities and internal supervision by the transferee company;improve the system of restriction of shareholders’ rights to address the mismatch between rights and risks following defective equity contributions;and strict the liability system for equity contributions,including the civil liability of defective equity contributors,appraisal agencies,other shareholders of the company,and directors and supervisors of the company. |
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