2011•Journal of Zhoukou Normal UniversityRequires access

A Law & Economics analysis of the shareholder rights under subscribed capital system

Wan Guang-jun

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Abstract

The revised Company Law implements subscribed capital system,and the shareholder can pay the investment by stages under this capital system.But Company Law does not have stipulated explicitly if the subscribers have the same shareholder rights as shareholders who pay in full their subscribed capital or not.This article explain the related law in the view of law economics,and think that the attitude to subscribed Shareholder rights of the law is acknowledged in principle that in the exceptional case limits,That is namely every investor totally enjoys the same rights in principle,but the legal rule or the shareholder's agreement may limit the shareholder rights;Speaking of the shareholder power,Company Law differentiates shareholder power,acknowledges the shareholder's collective rights and denies the shareholder's personal rights.This kind of understanding corresponds to first value orientation and the legislative goal of the Company Law.

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The revised Company Law implements subscribed capital system,and the shareholder can pay the investment by stages under this capital system.But Company Law does not have stipulated explicitly if the subscribers have the same shareholder rights as shareholders who pay in full their subscribed capital or not.This article explain the related law in the view of law economics,and think that the attitude to subscribed Shareholder rights of the law is acknowledged in principle that in the exceptional case limits,That is namely every investor totally enjoys the same rights in principle,but the legal rule or the shareholder's agreement may limit the shareholder rights;Speaking of the shareholder power,Company Law differentiates shareholder power,acknowledges the shareholder's collective rights and denies the shareholder's personal rights.This kind of understanding corresponds to first value orientation and the legislative goal of the Company Law.

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Available abstract

The revised Company Law implements subscribed capital system,and the shareholder can pay the investment by stages under this capital system.But Company Law does not have stipulated explicitly if the subscribers have the same shareholder rights as shareholders who pay in full their subscribed capital or not.This article explain the related law in the view of law economics,and think that the attitude to subscribed Shareholder rights of the law is acknowledged in principle that in the exceptional case limits,That is namely every investor totally enjoys the same rights in principle,but the legal rule or the shareholder's agreement may limit the shareholder rights;Speaking of the shareholder power,Company Law differentiates shareholder power,acknowledges the shareholder's collective rights and denies the shareholder's personal rights.This kind of understanding corresponds to first value orientation and the legislative goal of the Company Law.

Key concepts: Shareholder, Corporate law, Shareholder loan, Capital (architecture), Business, Law and economics, Shareholder value, Shareholder resolution

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