Research On The Violation Of Notification Obligation In Capital Reduction Of Companies ——From The Perspective Of Tang Kai And Li Na’s Dispute Over Capital Reduction

Capital reduction refers to the asset flow in the company’s operation,which reflects the objective demand of the company for capital scale adjustment due to excess capital or to make up for losses,and the impact on the interests of the company,shareholders and creditors is self-evident.As an external trader,the prerequisite for creditors to conduct economic transactions with the company is to understand the basic information of the company,including the asset status of the company.The amendment of the company law in 2013 abolished the provision that the registered capital of the company after capital reduction shall not be lower than the legal minimum capital for the first time,which makes a great difference between the registered capital and paid in capital of the company,and the credit of the registered capital is weakened,Creditors cannot fully understand the actual operation of the company.Therefore,it is a reasonable system choice to disclose the company’s capital reduction information to creditors in an appropriate way.The provisions on capital reduction of Companies in China’s company law are scattered,mainly concentrated in article 177.The provisions are too simple.Although the company is required to perform the legal obligation of notice and announcement,the specific methods,subjects,objects and legal consequences of violating the obligation of notice are vague.Therefore,the ambiguity of relevant legal norms has brought great difficulties to solve the capital reduction disputes caused by the company’s failure to perform the notification obligation.In judicial practice,there are phenomena that the application of law and the division of responsibilities are not unified,and the rights and interests of creditors cannot be effectively guaranteed.From the perspective of notifying creditors of the company,this paper combs the relevant judicial cases and the focus of disputes,makes an in-depth analysis of the specific application,responsibility identification and related theoretical viewpoints of China’s company capital reduction system,and finally puts forward specific suggestions for the improvement of the system from three aspects.