Transfer Of Business Interests In The Protection Of Creditors

To protect the legitimate business interests of the creditors will always be civil and is the main theme in commercial law system, to give up and shake the goal of protection of creditors, that is, to shake the foundation of corporate buildings. Business is business property claims of unsecured creditors to achieve a general guarantee. Transfer of business to business will not only lead to the transfer of property but also lead to morphological changes, it may lead to the elimination of the business entity or changes shape, resulting in the principal debt no longer exists, this will increase the risk of creditor claims to achieve, to the creditors together the realization of the right to cause harm. China's current legislation on the protection of creditors present chaotic situation, many law departments and temporary characteristics of production method resulted in poor matching between the laws and regulations, resulting in real business transfer of credit and debt rules varied, the main interest will inevitably produce different imbalance in the protection of creditors claims more difficult to achieve.It shows that transfer of creditor protection needs of business and commercial legal to special regulation. Protection of business in the assignor's creditors meant the market economic order, social credit, trade order and transaction security, effective protection; from the other side of the perspective, to protect the assignee's interest. Business assignee security, business transfer will be more extensive practice. View of this, the transfer from the system analysis of business risks in the start of creditors, the creditors of the assignor our existing business to protect the legal system sort out and review and learn from major national comprehensive Commercial Code, the legal system of protection of creditors, to build My business assignor creditor protection system.The first part is the business transfer of creditor protection in the proposal. Brief business purchase and sale of the difference between general, is based on the proposed transfer of creditors in business face special risks transaction risk, and moral risks.The second part is not conducive to the phenomenon of creditor protection law. The protection of existing creditors to sort out the legal system, derived the existing legal system can not meet the business needs of the conclusion to protect the transfer of creditors. We need to build from the ideas of the Commercial Law Commercial Law to protect the special interests of creditors.The third part is Comparative Law:The Commercial Code, the major creditor countries to protect business Regulation of the transfer case. Introduces and comments on Germany, Macau, and French Commercial Code to protect the creditors and the different system design concepts. France, Macao and France from the perspective of substantive law, balance transfer, the assignee and the interests of creditors, protection of the interests of creditors is more a passive protection and subsequent protection; French law focused on the perspective from the procedural safeguards to control creditor's risk, and more emphasis to preventive action. This is for the construction business for sale for our creditors'protection system provides a wealth of legislative experience.Construction of the fourth part is legislation structure of the business transfer of creditor protection. Draw on extra-territorial legislation, combined with the legal status of our proposed transfer of creditor protection Construction of the business idea:the status of affirmative command of the Civil Code of private law, beyond the separation of civil and commercial, to enact a "General Commercial" General provisions of Chapter business in the secondary transfer system, in a single line of business of the main law (Company Law, Partnership Law, Sole Proprietorship Enterprise Law, etc.) in the field of business for the transfer of the special problems faced by special provisions to be realized in the field of commercial business transfer of general legislative and specificity of legislation.