Research On The Creditor Protection System In The Company’s Capital Reduction

Capital reduction is an important link in the company’s capital operation.It is related to changes in the company’s ability to conduct external operations and responsibilities.Its importance has become increasingly prominent along with the vigorous development of my country’s capital market.It has become increasingly prominent in corporate mergers and acquisitions,mixed ownership reforms,and disposal."Zombie companies" and capital revitalization are playing an irreplaceable role.The company’s capital reduction may reduce the company’s own solvency and credit guarantee capabilities,and have a certain impact on the interests of creditors.my country’s current company law sets stricter procedural requirements for company capital reduction,but there are regulations on company capital reduction Too simple and low operability,causing disputes in theoretical circles and judicial practice.There are obvious defects in the creditor protection system in the company’s capital reduction,which is not conducive to the protection of the creditor’s interest in the company’s capital reduction.Based on this,this article starts with the current status of the legislation of the creditor protection system in the capital reduction of companies in my country,analyzes the problems in the capital reduction legislation in China,and then gives an empirical analysis,sorts out the problems in the creditor protection system in the corporate capital reduction in my country’s judicial practice,and draws on foreign legislation and The creditor protection model seeks to adapt to the perfect method of the creditor protection system in the company’s capital reduction in order to provide corresponding suggestions on the improvement of the creditor protection system in the company’s capital reduction.The first chapter of this article mainly analyzes the judicial practice of a company’s capital reduction in my country over the last five years,and summarizes the common problems in judicial practice by searching and sorting out related cases.Firstly,it analyzes the status quo of my country’s judicial practice in terms of the time,place,and focus of the company’s capital reduction disputes.Secondly,it analyzes the common disputes in judicial practice.It is found that the company’s capital reduction disputes in practice mainly revolve around capital reduction notices.Regarding the announcement procedure and the assumption of shareholder responsibilities,in practice,the relevant regulations on evasion of capital contributions or false capital contributions are applied to hold the corresponding personnel accountable.In judicial practice,there are different judgments regarding the determination of disputes.Chapter 2,Chapter 3 and Chapter 4 put forward corresponding suggestions for improvement of the creditor protection system in the capital reduction of Chinese companies,combined with the legislation and judicial practice of the creditor protection system in the capital reduction of Chinese companies,and learn from foreign experience and suggest improvements.The second chapter takes precautionary defense as the starting point and advocates clearing the conditions for capital reduction,namely distinguishing the type of company’s capital reduction,and setting the reason for the company’s capital reduction,and capital reduction methods,to make up for the loopholes in the creditor protection system in the capital reduction of my country’s Company Law,starting from the source According to the purpose of capital reduction,the formal and actual capital reduction are distinguished,and different types of capital reduction are regulated;it is clear that capital surplus and serious operating losses are the reasons for the company’s capital reduction,and the method of capital reduction is stipulated according to the actual situation.This prevents the company from damaging the interests of creditors through arbitrary capital reduction.The third chapter focuses on the regulation in the event,by clarifying the subject of notification and announcement obligations,the scope of protection of creditors,and the form and carrier of the notification and announcement,the implementation of the capital reduction notification and announcement obligations is detailed,and the payment and announcement The guarantee mechanism is improved to improve the current capital reduction procedures,and to protect the interests of creditors when the company reduces capital.The fourth chapter clarifies the legal consequences of the company’s defective capital reduction by means of post-event relief,by clarifying the determination of the effectiveness of the defective capital reduction,the responsibilities of shareholders and directors and other executives in the defective capital reduction,as well as the judicial remedy rights of creditors.,To give creditors the right to raise objections,and to introduce the right to stop requesting capital reduction to protect the realization of the interests of creditors.