Research On Accelerated Expiry Of Shareholders’ Contributions

The Company Law of China was revised in 2013,which opened the prelude to the reform of the company capital system and established the subscription system of registered capital.The reform of this system enables the shareholders of the company to obtain greater autonomy in the way of capital contribution,the minimum limit of capital contribution,the procedure of capital contribution verification,and the deadline of capital contribution.This means that the behavior of the shareholders of the company will inevitably have a significant impact on the realization of the rights of the creditors,the balance between the protection of the legitimate creditor’s rights and the internal autonomy of the company has become the focus of controversy,and it is an urgent task to maintain the safety of the transaction and protect the interests of the creditors.The company capital system has experienced the change from the actual payment system to the pure subscription system,and the disputes of creditor’s interest protection are increasing.The more prominent controversy is that when the company cannot pay off the due debts,in order to protect the legitimate creditor’s rights,can the shareholders who have not reached the term of capital contribution be required to perform their capital contribution obligations in advance? However,for the problem of accelerating the maturity of shareholders’ capital contribution,the current laws and meeting minutes can not provide clear legal support for it.Creditor protection is facing the dilemma of the difficulty in the unification of judicial judgment and the lack of matching safeguard measures.Based on the above situation,it is indeed necessary to put forward specific legislative suggestions to improve the difficulties existing in the application process of accelerating the maturity of shareholders’ capital contribution.First of all,this paper starts with the basic theory of accelerating the maturity of shareholders’ capital contribution obligation,and analyzes the necessity of accelerating the maturity of shareholders’ capital contribution obligation based on the existing legal framework.From the creditor’s point of view,supporting the accelerated maturity of shareholder’s investment obligation is conducive to maintaining the transaction safety and protecting the creditor’s interests.In view of the weak position of the company’s creditors in the company organization,the relief ways of the creditors are also greatly limited.Under certain conditions,we should support the shareholders who have not reached the term of capital contribution to accelerate the capital contribution.From the perspective of the company’s sustainable operation,supporting the accelerated maturity of shareholders’ investment obligations can improve the capital maintenance principle of the company,ensure sufficient funds in the operation process of the company,and effectively prevent the abuse of rights by shareholders of the company,and standardize the investment behavior of shareholders of the company.Secondly,based on the empirical analysis of the accelerated expiration of shareholders’ capital contribution obligation,this paper selects the judicial documents of representative courts in Jiangsu,Beijing and Shanghai as samples,analyzes the number of cases,trial results,trial procedures and judgment basis by means of statistical chart,and analyzes the judgment views.Further affirms the rationality of accelerating the expiration of shareholder’s capital contribution obligation from the judicial practice level,which also directly reflects the difficulty of unified judgment in judicial practice for the problem of accelerating the expiration of shareholder’s capital contribution obligation.Again,in this paper,based on the case of the empirical analysis,inductive shareholder capital contribution obligation acceleration applicable,due to the company as the logic framework of operating time sequence,starting from the company’s internal governance,reveal company shareholders and creditors under the situation of asymmetric information,the company existing system of information publicity system is not sound,and worth of the problem of the missing.During the operation of the company,there are some dilemmas in the application of the accelerated maturity of the shareholder’s capital contribution,such as unclear liability type,inaccurate judgment standard for failing to pay off the due debt,and unclear way for the creditor to request the shareholder to assume the liability.In the case of corporate bankruptcy,the creditors are faced with the threat from shareholders and other creditors of the company,and the realization of their legal creditor’s rights is at risk.Finally,the analysis of shareholders’ capital contribution obligation acceleration due legislative Suggestions,in the company’s internal governance mechanism,the path of legal norms,the bankruptcy system of acceleration due three aspects put forward concrete Suggestions on perfecting legislation,for the interests of shareholders equity investment deadline and creditor’s rights and interests of creditors to provide feasible Suggestions,in order to solve the creditor benefit protection predicament.