论文部分内容阅读
在理论上,不少人都认为净资产可以作为股东的出资,例如,有人认为:公司净资产为资产总额与负债总额的差额,属于可以依法转让的财产,可以作价出资设立公司或对其他企业增资。实务中,在企业部分改制的情况下,企业分立出部分净资产,也作为原企业对改制后企业的出资,确认为改制前企业的股权。有限责任公司变更为股份有限公司,或者公司增资扩股时,也往往将公司的净资产确认为原公司股东的出资。那么,在法律上,净资产是否可以作为股东的出资呢?
In theory, many people think that net assets can be used as shareholder’s contribution. For example, some people think that the net assets of a company is the difference between the total assets and the total liabilities, which belongs to the property that can be transferred according to law and can be used to set up a company or other enterprises Capital increase. In practice, part of the corporate restructuring, the separation of part of the net assets of enterprises, but also as the original business after the restructuring of the company’s investment, confirmed as restructuring the company’s equity. When a limited liability company is changed into a joint stock limited company or the company increases its capital and shares, it also tends to confirm the company’s net assets as the capital contribution of the original company’s shareholders. So, in law, can net assets be used as shareholder’s contribution?