2024年7月1日，北京市西城区人民法院微信公众号发布信息：北京市西城法院审结首例适用新公司法加速到期规则案件。
链接：https://mp.weixin.qq.com/s/21_oRaYH_GdOlzZ5KI9e_w
On July 1, 2024, the WeChat public account of the Beijing Xicheng District People's Court announced: Beijing Xicheng Court has concluded the first case applying the accelerated maturity rule under the new Company Law.
本案的亮点在于首次通过法院判例的方式，要求股东对于认缴的注册资本加速出资。对于那些希望通过无谓的虚增公司注册资本以提升公司所谓实力的股东而言，需要尽快按照新公司法的要求调整出资期限，以避免个人损失。
The highlight of this case is that, for the first time, a court ruling has required shareholders to accelerate their capital contributions for the subscribed registered capital. Shareholders who wish to artificially inflate the registered capital of their company to enhance its perceived strength should quickly adjust their contribution timelines in accordance with the new Company Law to avoid personal losses.
The revised "Company Law of the People's Republic of China," passed on December 29, 2023, will come into effect on July 1, 2024. This revision represents the largest overhaul since the Company Law of 1993, with 228 new and amended articles, significantly impacting and guiding the commercial judiciary related to companies in China. Due to numerous issues involving the application of new and old laws, the Supreme People's Court specifically promulgated and implemented the "Several Provisions on the Temporal Effectiveness of the Application of the Company Law of the People's Republic of China" on the same day, addressing the retroactivity of the new Company Law.
A highlight of this revision is Article 54, which explicitly stipulates the accelerated maturity of shareholders' capital contributions in non-bankruptcy and non-dissolution scenarios. On the effective date of the new law, the Xicheng Court, in accordance with the new rule, heard and ruled on the first case applying this new provision. Article 54 of the new Company Law stipulates: if a company cannot repay its due debts, the company or the creditors of due debts have the right to require shareholders who have subscribed to capital contributions but have not yet reached the contribution deadline to pay the capital contributions in advance. This law marks the first time that the system of accelerated maturity of shareholders' capital contributions in non-bankruptcy and non-dissolution scenarios has been legislatively clarified. Previously, under the capital subscription system, shareholders' agreed contribution deadlines were legally protected based on their contribution agreement with the company. When shareholders' contribution deadlines were explicitly registered in the public information system of the enterprise, the People's Court generally did not support the company's or creditors' claims for accelerated maturity of contributions. The law and judicial interpretations only exceptionally recognized the accelerated maturity rule under special circumstances of the company.
