What changes have taken place after the revision of China's capital formation system?

20 13 10 25. the State Council made a decision to promote the reform of the company's registered capital registration system. The main contents of the reform are embodied in five aspects. First, relax the access of market participants and relax the registration conditions of registered capital. The second is to change the company's annual inspection system into an annual report system, which can be inquired by any unit or individual, making the relevant information of the enterprise transparent. Third, according to the principle of convenient registration and standardized order, the registration conditions of market main residence (business premises) will be relaxed, which will be specifically stipulated by local governments. The fourth is to establish a company credit list and vigorously promote the construction of enterprise credit system. Fifth, the registered capital is changed from the paid-in registration system to the subscribed registration system, which reduces the startup cost of the company.

The above measures of China's company law capital system have had a strong impact on the reform of traditional company law principles and systems, especially on several basic legal rules that constitute the capital system. However, there are different understandings on how to grasp the nature of China's corporate capital system after the reform. The author believes that this should be accurately understood and positioned in combination with the previous provisions and existing provisions of the Company Law.

1. Comparison of capital system modes of different companies.

1, legal capital system. It means that when a company is established, the total registered capital of the company must be clearly stipulated in the articles of association according to law, and it must be issued at one time, and it must be fully subscribed or raised by the promoters, and the shareholders must pay in the capital, otherwise the company cannot be established. After the company is established, if it wants to increase its registered capital, it must go through legal capital increase procedures, such as resolutions made by the shareholders' meeting, amendments to the company's articles of association, and registration procedures for changes. The statutory capital system has the following characteristics: the articles of association must clearly record the minimum registered capital that meets the statutory requirements. The company shall not arbitrarily change the company's capital, and the increase or decrease of the company's capital shall follow strict legal procedures. This model is usually adopted by civil law countries.

2. Authorized capital system. Authorized capital system refers to the company's capital system when the company is established. Although the total registered capital must be determined in the articles of association, the promoters only need to subscribe for some shares, and the remaining shares can be formally established, and the board of directors is authorized to issue them at any time according to the company's production and operation situation and the stock market situation. The legislative intention of authorized capital system is mainly to stimulate people's investment enthusiasm, simplify the procedure of company establishment, and more reflect the value concept of "individual standard". Common law countries use it more.

3. Compromise the capital system. Compromise capital system combines the advantages of the first two corporate capital systems, and its connotation can be understood from three aspects: first, compromise capital system is a compromise between the regulatory concepts of statutory capital system and authorized capital system, that is, a compromise arrangement between "statutory and authorized"; Secondly, the compromise capital system is a compromise design between the commercial judgment and decision-making power of the board of directors, the prior arrangement of the law and the proportion of the authority arrangement of the shareholders' meeting; Third, the eclectic capital system is a compromise mechanism between the regulatory arrangement of capital raising and the bottom line design scale of the principle of capital preservation. Compromise capital system is slightly different in form and content in company laws of various countries, which can be divided into two types: permitted capital system and compromised authorized capital system.