Alone with the adoption of private placement in the 2002 Securities Act of Taiwan, the scale and frequency of the combination of capital reorganization-the capital reduction and private placement-have increased tremendously. This paper provides a thoughtful study regarding the pros and cons of capital reorganization from the perspectives of the company conducting the capital reorganization itself, controlling shareholders, non-controlling shareholders, and the creditors. By examining the empirical study and the current rules and regulations, this paper purposes comprehensive statute reforms that aim to encourage the efficient capital reorganization while discourage the non-efficient occurrence.