Return Case Listcontractual equity

Shareholder Capital Contribution Dispute Case Involving a Technology Company in Xiamen

Case Summary

Plaintiff Xiamen [Tech Company Name] was established in 2022, with a registered capital of 1000 ten thousand yuan. The company's articles of association stipulate that shareholders Wang, Li, and Zhang shall make subscribed capital contributions of 600 ten thousand yuan, 300 ten thousand yuan, and 100 ten thousand yuan, respectively, with contribution deadlines set for 2024 years, 12 months, and 31 days. After the contribution deadline expired, shareholder Wang contributed only 300 ten thousand yuan, leaving 300 ten thousand yuan unpaid; shareholder Li contributed only 100 ten thousand yuan, leaving 200 ten thousand yuan unpaid. Despite multiple demands for payment, no results were achieved. Consequently, the company filed a lawsuit requesting that Wang and Li fulfill their full capital contribution obligations and pay interest on the overdue amounts.

Key Dispute

1.Must shareholders contribute the full amount of capital as stipulated in the articles of association?
2.Does the interest on overdue capital contribution claimed by the plaintiff comply with legal regulations?
3.Is the shareholder's defense—claiming poor company management and no need for further capital contribution—valid?

Case Strategy

1.Core evidence such as the company's articles of association, shareholder capital contribution agreements, payment vouchers, company demand notices, and communication records between both parties.
2.Provide evidence that the company's articles of association clearly specify shareholders' subscribed capital contributions and payment deadlines. Shareholders who fail to make full contributions as agreed violate both the articles of association and the Company Law.
3.Regarding shareholders' defense that the company is poorly managed, provide evidence that their capital contribution obligation is a statutory duty unrelated to the company's performance. Shareholders cannot refuse to fulfill this obligation on such grounds.
4.按照《公司法》及相关司法解释的规定,核算股东逾期出资的利息金额,计算标准为全国银行间同业拆借中心公布的贷款市场报价利率。

Processing Result

The court ruled that shareholder Wang shall pay the plaintiff the remaining capital contribution of 300 ten thousand yuan, plus interest calculated on a principal of 300 ten thousand yuan at the Loan Prime Rate published by the National Interbank Funding Center from 2025-1-1 until the date of full payment; shareholder Li shall pay the plaintiff the remaining capital contribution of 200 ten thousand yuan, plus interest calculated on a principal of 200 ten thousand yuan at the same rate; and both Wang and Li shall bear all litigation costs in this case.

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