نوع مقاله : مقاله پژوهشی
عنوان مقاله English
نویسندگان English
Given the necessity of modernizing the legal system of commercial companies to adapt to the dynamics of the capital market, this research aims to critically evaluate the developments resulting from the Trade Bill of 1403 in the field of the capital system. The main focus of this research is to examine the paradigmatic transition from the traditional concept of "nominal capital" to "economic capital" and to review the rules governing the increase and decrease of capital. To achieve the aforementioned goals, a descriptive-analytical method has been used along with comparative studies with the legal systems of the European Union. The research findings show that although Bill 1403 has taken an effective step towards reducing formalities and increasing economic efficiency by employing mechanisms such as "shares without nominal value" and facilitating capital increase processes, at the same time it suffers from legislative weaknesses in the face of structural challenges. In particular, there are ambiguities in the area of managers’ responsibility in assessing non-cash assets and the lack of transparent protection mechanisms for creditors during capital reduction, which can jeopardize the legal security of stakeholders. The results of the research require that the legislator provide a safe platform for the implementation of these regulations by moving from a “strict formalism” approach to a “transparency-based supervision” approach and relying on International Financial Reporting Standards (IFRS). This research can be used as a model for developing executive regulations and supplementary amendments in the final stages of the bill’s approval, in order to maintain a balance between the freedom of will of companies and the general interests of the business community.
کلیدواژهها English