On The Subordination Of Shareholder’s Creditor’s Right In Company Bankruptcy

The typical case reported by the Supreme Court on March 31,2015—Shagang Company v.Kaitian Company’s implementation of the distribution plan was an unconventional motion.In this case,the Supreme Court accepted the “deep-rock doctrine” of the United States case law and affirmed it.The company’s external claims are given priority over those of the shareholders who don’t provide funds.As a result,the attention of the academic community to the issue of the order of the shareholders’ claims in bankruptcy cases has again been raised.In general,companies can obtain financing through both debt and equity.In recent years,the pressure on the domestic macroeconomic situation has increased.The government’s macro-control level has promoted supply-side structural reforms in a timely manner,changed the “demand management policies” implemented in the past,and domestic companies have increasingly entered a difficult “adjustment period”.The difficulty in realizing the high cost of financing for small and medium-sized enterprises has been concentrated.Based on this status quo,the sharing of loans between shareholders,companies,and affiliates is becoming increasingly common.In this way,when a business crisis occurs on the verge of bankruptcy,shareholders holding this special “debt” have both the in-house person and the creditor’s dual status.If the shareholder and the creditor are equally paid in the bankruptcy liquidation process,they consistently adhere to the creditor’s rights.Whether the law of interest-centeredism can continue to be convinced by people,I cannot help questioning it.This paper uses the methods of historical research,comparative investigation,and empirical analysis methods to summarize and analyze the existing opinions and doctrines on the application of the law of “substitution of debtor’s rights”,and at the same time,on the basis of summarization and analysis,the author tries.Expressed views on exploring China’s introduction of the development model of the debtor’s debt subordination system and the view on the establishment of the equitable principle in the “Company Law”or “Bankruptcy Law”.The article will discuss the company’s bankruptcy from the following three parts: Shareholders’ claims are paid for.The first part is about the basic issues of bankruptcy creditor’s bankruptcy creditor’s rights.This part mainly introduces the definition of bankruptcy creditor’s rights by domestic and international bankruptcy legislation,the domestic legislation and the academic community’s definition of bankruptcy creditor’s rights,and puts forward his own point of view.Make a fortune.Analyze the scope of bankruptcy claims from theoretical sources to draw the concept of the priority of bankruptcy claims,and explore the basic principle of the current order of bankruptcy claims in accordance with the legislative provisions of China’s order of payment of bankruptcy claims.The focus of the study is that the shareholders’ debts are paid in order.By analyzing the development of shareholder debt repayment in our country’s practice,we can clearly observe that China’s current research on the post-inferiority creditor system is extremely weak.In the second part,the second part,the theory of creditor’s rights subordinated by shareholders,proves that the protection of creditors’ interests has always been a major focus of our country’s commercial legislation.This part mainly introduces the principle of equitable subordination and establishes the position of subordination of creditor’s rights.To a greater extent,protect the interests of creditors.By studying the creditor’s rights of the “layered” special claims of shareholders,it clarifies the value orientation that should be followed to determine the priority of bankruptcy claims.Focusing on the principle of equitable subordination in the sense of the United States and the principle of substituting the self-owned capital in the sense of German law,a complete interpretation of the connotation of the theory of subordination of the shareholder’s rank and its association with the corporate personality of China.The contrastive interpretation of the similarities in the substantive merger principle between the denial system and the US law analyzes the operational status and legal effects of several systems.It highlights that the creditor rights subordination principle has its unique existential value,and it receives compensation from the deep-rock doctrine.The original intention,connotation,and extension of the theory were verified.In the third part,the author considers and examines whether or not the country establishes the rules for the payment of shareholder’s credits,and firstly reiterates the necessity originating from the US case law.There are bound to be many problems introduced into the legal system of China through the means of legal transplantation.This section will focus on the selection of the mode of compensation for the ranks of the shareholders’ credits in China.In particular,when designing specific rules,it should not confine the single legislative model of the United States and Germany.The framework of rules should be based on the reality of China’s commercial law system after the revision of the company law,and dialectically draw lessons from foreign legal provisions and the experience accumulated in judicial practice.Finally,several concrete proposals for improving legislation are proposed.