The challenges of the contribution of digital assets and their legal responses
CSTR:
Author:
Affiliation:

Law School, South-Central Minzu University, Wuhan 430070, P.R.China

Clc Number:

D923.99

Fund Project:

  • Article
  • |
  • Figures
  • |
  • Metrics
  • |
  • Reference
  • |
  • Related
  • |
  • Cited by
  • |
  • Materials
  • |
  • Comments
    Abstract:

    In most countries, the capital of a company can be paid up either in money or in kind. According to Article 48 of the Company Law of China, a company can only contribute capital through monetary or non-monetary assets, and the legal nature of digital assets will directly determine the validity of their contribution. Nowadays, with the physical economy and digital economy deeply integrated, it is very important to ascertain whether digital assets can be contributed to a company. The legal nature of digital assets varies across countries, and especially in China, there is a lack of legal definition, and in judicial practice, judges tend to avoid addressing this issue. This leads to challenges such as unclear concepts, undefined nature, and lagging regulation, further weakening the possibility of contributing digital assets, and causing them to be inadequately protected. On one hand, digital assets are challenged in terms of public disclosure and exclusivity because they cannot be physically occupied, which contradicts the traditional concept that an object must have a physical form. On the other hand, the ambiguous language in regulations such as the Notice on Preventing Bitcoin Risks and the lag in legal developments mean that even if digital assets are recognized as objects of ownership, they may still fail to meet the requirements for contributed assets under the Company Law.Therefore, it is necessary to optimize the existing system in China to affirm the property attributes and legality of digital assets to ensure that their legal definition can meet the requirements for capital contribution. First, by comparing and analyzing existing research on the legal definition of digital assets at home and abroad, we should change the publicity method of digital asset ownership from the traditional possession is ownership rule for movable property to the control is ownership rule. Digital assets achieve effective publicity of ownership through the control of private keys or passwords, confirming their characteristics as objects of ownership, thus addressing the publicity issue caused by the inability to possess digital assets. Second, through the expanded interpretation of Article 127 of the Civil Code, broaden the definition of network virtual property to include digital assets, clarify the legal nature of digital assets as intangible movable property and network virtual property, and explain that digital assets as objects of ownership comply with the principle of numerus clausus to ensure effective protection in judicial practice. Third, it is recommended to promptly formulate the Digital Assets Law to comprehensively regulate the scope, nature, circulation, and regulatory methods of digital assets, affirming the economic value of digital assets and providing a legal basis for their legality and contribution validity. This will promote the healthy development of the digital asset market and protect investor rights, ultimately affirming the validity of digital asset contributions and establishing an appropriate legal system for digital asset contributions.

    Reference
    Related
    Cited by
Get Citation

陈雪萍,钟翊鸣.数字资产出资面临的挑战及法律回应[J].重庆大学学报社会科学版,2025,31(5):202~217

Copy
Related Videos

Share
Article Metrics
  • Abstract:
  • PDF:
  • HTML:
  • Cited by:
History
  • Received:
  • Revised:
  • Adopted:
  • Online: December 05,2025
  • Published:
Article QR Code