Restructuring Of State-owned Enterprises, Debt Transfers Legal Issues

The reformation of the state-owned enterprises (SOEs) of China has been continuing for more than 20 years. With deepening of the reformation, more and more problems involving debts transfer appear during the process of the SOEs' systematic reformation and reorganization, especially shirking and suspension of debts. Those problems, which could not be solved legally under the frame of the existing laws and rules, present themselves as a big threat to the interests and rights of creditors. Laws and rules to guide and standardize the SOEs' systematic reformation and reorganization have not been released yet. The judiciary explanations of the Supreme People's Court only reiterate the principles of the related laws. Furthermore, the concerned administrative rules of the Financial Ministry go against the principles of the related laws. Some new problems and situations could not be solved by the relevant laws. Therefore, it is very important that legal research is made on how to improve the laws and regulations involving the SOEs' systematic reformation and reorganization and standardize the procedure in order to protect the state-owned assets and ensure the rights and interests of creditors. The thesis consists of six parts, including a summary, a comparison among laws on debts transfer, the forms of debts transfer, problems, analysis and solution. It details a nomological concept of debts transfer, the classification and the necessary conditions of validation. A comparison is made the laws on debts transfer among the Civil Law Systems and the Common Law Systems. The author presents problems of debts transfer during the process of the SOEs' systematic reformation and reorganization through nomological and doctrinal analysis. Finally, the author provides legislative and judiciary suggestions and concrete measures to standardize the reorganization, protect the rights and interests of creditors, and prevent the state-owned assets from losing.