Study Of Creditor’s Interest Protection On The Legal System Of Reducing Corporation’s Capital

As an important part of the market, the company in the market economy play a verydecisive role. Capital is the foundation and guarantee of company operation, is also thecompany’s creditors property guarantee. The capital is not immutable and frozen, as marketconditions changing, in order to make the company capital be able to adapt to the need ofeconomy, also in order to reflect the real situation of the net assets of the company, thecompany will depend on its situation on the capital for a corresponding increase or decrease,so company assets and net assets are changing frequently. In capital cases, reduction ofcompany capital may reduce the repayment of debt capacity, especially in reality there are alarge number of optional reduction or malicious reduction condition, so it’s necessary toexplore creditor protection system.Our company law on the reduction of company capital has setted a series of proceduresto protect the interests of the creditors, but is just a frame type rules, specific to the reductionof capital and capital reduction method for settlement and guarantee. This article is based onthe reduction of company capital of creditor protection program, in-depth analysis of thelegislation of our country, discuss our country legislation defects and deficiencies;comprehensive analysis of foreign legislation, through the comparison of the mode of capitalreduction model, to find a suitable pattern in our country. at the same time, undertookcomparative study method, analysis of all quality, evaluation of operability, and puts forwardsome suggestions on the legislation of our country.The first part of this paper explores different capital reduction.Starts from the concept ofcapital, and then the reduction properties are analyzed, studies the effect of reduction oncreditors, this part is the foundation. The second part is the reduction of company capital ofcreditor protection in the perspective of comparative law, this part discusses the three mainforeign legislative model: strictly creditor-protecting under information disclosure mechanism,the ability of payment norms model, judicial intervention in the tradeoff model. this sectionintroduces in detail the relevant foreign legislation, the legal reasons and constraints, thereduction method, the procedure for protecting the creditors, reduction effect and the judicialrelief of the right are also probed into. On this basis, in the third part of this article, on China’sCapital Legislation Analysis and evaluation, through comparative research method, the writergives the comments to our country capital of creditor protection. In the fourth part, from the capital reduction legislation value pursuit and goal pursuit, reduction mode and reductionconditions, repayment guarantee rules, judicial remedies and other aspects, the author givesChina’s capital reduction of creditor protection the comprehensive construction andperfection.The author thinks, our country should be in Germany as the representative of the" strictlycreditor-protecting under information disclosure mechanism " on the foundation, furtherconsummates our country capital legislation, distinguish the form of capital and capitalreduction, establish simplified properly reduction program, to achieve fairness and efficiencyof the fusion. At the same time, the cause and method should be regulated to ensure properoperation of capital, on this basis, improve the creditors’ settlement and security rules. thenestablish a scientific and rational judicial remedies and damage compensation system. therebythe creditor gets enough safeguard and does not affect the company’s operation, to achievefairness and efficiency a win-win situation.