1. The company's failure to reduce its capital according to legal procedures constitutes infringement on the creditors who have not been notified, so the reduction of capital has no legal effect on the creditors.
2. If the company fails to notify the creditors of the capital reduction according to law, the shareholders at fault shall bear supplementary liability for the company's failure to pay off the debts within the scope of capital reduction.
Provisions on the Company's Capital Reduction
1. If the company reduces its capital, it is obliged to notify its creditors within 10 days from the date of making the resolution to reduce its capital. The scope of creditors notified includes not only creditors determined before the capital reduction resolution is made, but also creditors determined after the capital reduction resolution is made and before the industrial and commercial change.
2. In order to avoid taking supplementary responsibilities for the debts that the company can't pay off, shareholders should urge the company to fulfill the obligation of notifying creditors after the company reduces its capital. Even if the company refuses, shareholders can urge the company or notify creditors by retaining the existing evidence, claiming that they are not at fault, so they will not bear corresponding responsibilities.
3. When the company makes a capital reduction resolution, some shareholders may reduce their capital, while others may not. However, even shareholders who have not reduced their capital should bear corresponding responsibilities as long as they also participate in the signing of the capital reduction resolution and the company has not informed creditors of the capital reduction.
From the above, it can be seen that if the company fails to notify the creditors of its capital reduction, the shareholders are at fault for failing to fulfill their duty of reasonable care, and the shareholders at fault shall bear supplementary responsibilities for the debts within the scope of the company's capital reduction.
Legal basis:
Company Law of the People's Republic of China
essay
The company is an enterprise legal person, with independent legal person property and legal person property rights. The company is liable for its debts with all its property.
Shareholders of a limited liability company shall be liable to the company to the extent of their subscribed capital contribution; Shareholders of a joint stock limited company shall be liable to the company to the extent of the shares subscribed by them.
Article 4
Shareholders of a company shall enjoy the right to return on assets, participate in major decisions and choose managers according to law.
Article 178
When a company needs to reduce its registered capital, it must prepare a balance sheet and a list of assets. The company shall notify the creditors within ten days from the date of making the resolution to reduce the registered capital, and make an announcement in the newspaper within thirty days. Creditors have the right to require the company to pay off debts or provide corresponding guarantees within 30 days from the date of receiving the notice, or within 45 days from the date of announcement if they have not received the notice. The registered capital of the company after capital reduction shall not be lower than the statutory minimum.