Analysis of the Revision of the Company Capital Reduction System Under the New Company Law
The current company law has problems such as cumbersome procedures for formal capital reduction,controversial views on unequal capital reduction,and unclear consequences of illegal capital reduction.The new company law distinguishes between substantive and formal capital reduction,removing the creditor's right of countermeasures in formal capital reduction and simplifying the cumbersome process of capital reduction.Adopting the principle of differentiation in the voting system for unequal reduction of capital,limited liability companies apply unanimous decision-making,and joint-stock companies apply majority decision-making,putting an end to long-standing theoretical and practical disputes.For the first time,the legal consequences of illegal capital reduction have been stipulated.However,there are no detailed provisions in the new company law regarding whether reducing capital through formal means to compensate for losses and then profiting from dividends constitutes a disguised withdrawal of capital,whether unequal reduction of capital can smoothly convene shareholder meetings,and the actual implementation obstacles of equity buybacks in gambling agreements.Further exploration is needed.
new company lawformal capital reductionunequally reducing capitalillegal capital reduction
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