Capital Contribution Flaw Legal Regulations

With the changes in our economy and society continues to develop, our revised the "Company Law", the company’s system was fundamentally changed, established a registration system registered capital subscribed, subscription registration system for entrepreneurs to provide a great deal of facilitate and reduce the venture’s funding problems, stimulate investment enthusiasm, because the relevant law is not perfect, imperfect constraints on shareholders, the shareholders of the investment restrictions relaxed to some extent, and therefore likely to cause defects shareholders investment, against the legitimate rights and interests of creditors and other shareholders.Defective capital contribution shareholders, defective capital contribution will inevitably lead to civil liability.In practice, the defective contribution shareholder common occurrences. There is no legislation on the representation of "defective contribution" is, in theory, scholars defective contribution awareness have different views. Defective contribution shareholder responsibility, first of all, China is now by legislative changes and a typical case study on China’s current responsibilities under the defective contribution shareholder defects. Secondly, the response behavior of defective capital contribution and manifestations were defined. Again, with the qualification as a shareholder, funded by shareholders and shareholder rights of shareholders to qualify, eligible shareholders can have defective contribution of shareholders by request of its commitment defective contribution of civil liability. Defective contribution shareholder equity will be restricted, defective contribution shareholder liability different for different types of objects, the identification of the legal consequences are also different. Companies in both countries legal norms on civil liability for defective contribution to the regulation, civil law countries and common law countries due to the different systems on the choice of capital for shareholders of investment regulation is also different, so the defective contribution regulation on civil liability is different, each reflect the characteristics Regulation Law Department. Regulation of civil law countries main characteristic is that it defective contribution shareholder positive behavior liable, jointly and severally liable if other shareholders should have the responsibility and defective contribution shareholder. Features common law stipulated that the loss of individual responsibility for defective contribution of shareholders and shareholder eligibility.Shareholders of civil liability for defective contribution regulation draws from the content point of view of other civil law countries regulation, from China’s "Company Law" and judicial interpretation of the provisions of view, shareholders should bear civil liability defective capital contribution to the company, to a certain under the case should bear full responsibility for financing the shareholders and creditors of the company, but our responsibility to shareholders funded body structure is not clear, the mechanism is not perfect supporting program, financed responsibility of the shareholders of relief mechanisms are not clearly defined.