Synen på aktiekapitalet
- En kritisk studie med utgångspunkt i Sverige samt en jämförelse med andra rättsordningar
Currently there is a tendency in the EU to adjust the minimum-capital requirement. In France and Germany the requirement for private limited liabilities has been totally abolished, whilst other countries have chosen to reduce their requirement. The Swedish law concerning the minimum-capital requirement is from 1st of April 2010 being lowered to 50 000 SEK. In common law jurisdictions such as United Kingdom and USA a minimum-capital requirement does not exist. The european main argument to keep such a requirement is that it accomplishes a creditor protection. This theory does not concur with the one argued by common law-jurisdictions, according to their legal systems the protection is nothing but illusionary. By examining former national law in contrast to current, the writer wishes to detect differences or similarities regarding the motives to the existing bodies of law. This thesis wishes to find out whether European law stands on the same fundamental corporate law principals as common law-jurisdictions do. This thesis also intends to investigate the cause for the Swedish decision to keep the capital requirement. The conclusions drawn in this study state that European motives to abolish the minimum-capital requirement differ from those of the UK and USA. Europeans removing this requirement is not an action made out of the acknowledgement that a legally required capital is unnecessary, it simply has been to this point, the will to attract corporations and to keep up with the development. The Swedish government chose to keep the requirement claiming creditors protection as the reason for this. The author is of the opinion that the arguments presented to support this are illegitimate, and derive from ignorance. An ignorance either caused by tradition and a conservative fear of the unconventional, or simply by a lack of skills. Let us hope the reason isn?t lack of skills for the sake of our legal security.