The Remedies And System Improvement To The Defects Of Company Establishment In China

Company is an artificial system arrangement by laws, under the situation of the global economic integration, a company is the most basic principal of the trades in a contemporary economic society, is the most important element of the legal relationships in the procedure of market economy. So how to strictly regulate the company’s market access, is the premise of good operation to maintain the market economic order. The establishment of a company is the important aspect of the company law. The legislation of strict laws is to be a consensus both in the continental law system and Anglo-American law system since the importance of the company establishment. But that does not ensure the rationality of the establishment in realistic, and it may create defective problems, so it is necessary to make appropriate legal adjustment to the defects of the establishment of a company.The definition of the defects of company establishment is that : the originator of the company has not provide the conditions stipulated in the company law and has not perform the procedures stipulated in the company law because of violating the company law in the procedures of establishing the company. It can effect lots of defects because of the company originator, the fault of company registration administrative staffs and the imperfect of legislation. The existence of the defects of the company establishment will produces a series of adverse phenomena to realistic society. For example, if the company originator has not fulfill capital contributions in time, it may cause the loss of company’s obligation performance, this will lead to the threat to the obligee, and the instability of the trading market. But the legislation does not differ the types of all the defects of the company establishment. As far as the legislative technic is concerned, the defects of the company establishment will not necessarily incur the failure of a company. We should authorize those companies to correct the defects of the company establishment while we admit the legal personalities of those companies. Only the remedies are useless, can we dismiss the company.In addition to exordium and conclusion in this paper, the main body of this thesis is divided into four parts. Exordium part is mainly used to illustrate the research background, its significance and the research direction. The first part mainly defines the definition and the theoretical basis of the defects of the company establishment, accordingly summarize their common types and illustrate the reasons of those defects and guide the following details of this thesis. The second part focuses on comparing the different rules of company establishment defects in the two law systems, and analyze the different interest considerations on the relief means in the two different law systems, and then summarize the enlightment of these two different relief means to the improvement of completing the laws for the defects of company establishment. The third part will elaborates the legal regulations and the existing problems of the company establishment in China The fourth part,is to put forward rational suggestions to complete the laws for the defects of the establishment of a company.