El capital social mínimo como requisito para la constitución de Sociedades Anónimas.

Abstract

Our legislation has recognized the minimum share capital throughout time as a requirement for the creation of corporations, following the tradition of Europe. The doctrine assigns this institution three functions: the guarantee function for the benefit of creditors -being the most important-, the production function and the organizational function. Yet, in this paper, we demonstrate that the guarantee and productivity functions are ineffective, especially the first function, because the creditors do not have adequate protection, finding themselves unprotected. Due to the evolution of corporate law, the rules must be adjusted to the current needs, thus maintaining the imposition of a minimum capital stock induces a setback and causes obstacles to those wishing to complete their commercial activities through the most commonly used corporate structure, thereby hindering economic development. As a result, in order to provide adequate protection to creditors, the alternative is to incorporate in our legislative system the solvency test, whose application has been proven effective; the U.S. regulations have emphasized it as such.