公司减资制度在认缴资本制视野下适用情形更加多样化,公司债权人利益失衡的状况也更加突出。我国公司法减资制度宜继续采用信息披露模式。减资无效制度无需引进,公司与股东的双重赔偿机制可以实现对债权人利益的较好保护。公司减资的通知模式根据具体情况采用直接通知和公告通知,债权原因形成于公司减资之前的潜在债权也属于已知债权范围,公司应一并予以通知。未依法通知债权人的减资并不当然无效,只是对该债权人不具有对抗效力。减资随着我国公司信息报告制的完善应指实缴出资的减少,是实际资产的减少。公司股东认缴期已满或出资已全部实缴的,公司未依法减资时,公司股东在认缴范围内对公司减资部分债务承担补充赔偿责任;如认缴期尚未届至,公司对认缴未实缴部分出资减资的,债权人不能直接要求股东在未认缴部分出资范围内对公司债务承担补充赔偿责任。 The capital reduction system of the Company is more diversified in terms of subscription capital system, and the unbalanced interests of the creditors of the Company are also more prominent. China’s corporate law and capital reduction system should continue to use the information disclosure model. Capital reduction invalid system without the introduction of dual compensation mechanism between the company and shareholders can achieve better protection of the interests of creditors. The Company’s capital reduction notification mode adopts direct notification and announcement notice according to the specific circumstances. The potential claims formed before the capital reduction of the Company also fall within the scope of known claims, and the Company shall notify them accordingly. Failure to notify creditors of their capital reduction in accordance with the law is not of course ineffective, but not as effective against the creditor. Capital reduction With the improvement of the reporting system of corporate information in our country, we should refer to the reduction of actual contributions and the reduction of actual assets. If the shareholders’ subscription period has expired or the capital contribution has been paid in full, if the company fails to reduce the capital according to law, the shareholders of the company shall assume the additional compensation liability for the debts of the capital reduction part of the company within the scope of subscription. If the subscription period has not yet expired, Part of the contributions paid to reduce contributions not funded, creditors can not be directly requested by shareholders in the part of the unpaid part of the company’s debt to assume supplementary liability.