| The establishment of subscription capital system brings new kinetic energy to the development of market economy in our country,but it also triggered a series of new worth pondering problems such as shareholders’ capital contribution responsibility.The most important shareholders’ capital contribution responsibility is the civil liability of the shareholders’ capital contribution under the subscribed capital system.The liberalization of shareholders’ capital contribution obligations result in the change of civil liability of the shareholders’ capital contribution.It has influenced the civil liability of the shareholders’ capital contribution deeply such as capital contribution time limit,capital verification procedures,the proportion of monetary capital contribution and the minimum amount of company’s capital and so on.But this change is not freewheeling,it has a profound practical and theoretical reasons behind it.In theory,the concept of company’ s capital credit turn to the company’s assets credit and the balance of creditor and shareholder’s interests weakening the legality of the shareholders’ capital contribution civil responsibility,and more emphasis on shareholders free agreement.In reality,the shareholder capital contribution is more free is inevitable choice of providing power for economic development and deepening the reform roundly.The change of the freedom of the shareholder’s capital contribution,indeed affect the whole body,influence the shareholder’s capital contribution responsibility directly.In the aspect of civil liability,the change of shareholder investment responsibility performance for:the scope of behavior of bearing civil liability become more and more less,the impairing of the legality of civil responsibility,civil liability is less in the phase of setting up the company.The establishment of subscribed capital system,not only brings the changes of shareholders’ capital contribution civil responsibility,but also brings some impact to the shareholders’ capital contribution civil liability.in the aspect of identifying shareholder’s capital contribution responsibility,the order of payment of money about shareholder’s capital contribution civil responsibility is ambiguous,the lack of responsibility about changing shareholder’s rights,there is no clear boundaries between limiting shareholder rights and changing shareholders’ rights,it affected the bearing of shareholder’s capital contribution civil responsibility seriously.For identifying reasonably and assume one by one about shareholder’s capital contribution civil responsibility under subscription capital system,it is necessary to perfect and optimize the civil liability of Shareholders’ contribution under subscription capital system.Giving dual understanding to the liability for damages about violation of capital contribution obligations for shareholders to the company,concrete the connotation of responsibility of breach of contract,establish the nature of smoke escape capital contribution,to break the law and cognitive disorders about identification and bearing of shareholder’s capital contribution civil responsibility.Identifying the boundaries about subscribed capital contribution period of free agree reasonably,perfecting the company’s capital information publicity system,to perfect the company personality denial system,improve the false investment behavior cognizance conditions and civil liability of smoke escape capital contribution,clearing the main body of bearing supplementary liability to creditors.To build more reasonable space for the identification of shareholder’s capital contribution civil responsibility in the system,avoid responsibility identification fuzzily,set the priority principle of capital enrichment,build system of changing shareholders’ right,improve the suitable scope and applicable process of limiting,changing and canceling the rights of shareholders.Provide a clear direction for the bearing of shareholders’ capital contribution civil liability.Only from the above aspects to perfect shareholders’capital contribution civil responsibility under subscription capital system,to regulate the behavior of shareholders’ capital contribution of freedom,to play a practical effect of subscription capital system,create a new impetus for the development of economy in our country. |
