The Trend About The Mode Of Creditors' Protection In Our Company Law

The creditors'protection has been one of the main issues of the theoretical research of company law. After the creation of limited liability system, the abuse of limited shareholder liability and the damage of the creditors'interests are even more serious. Starting from two different paths, civil law and common law systems developed two different protection systems separately. Both models have their own advantages and drawbacks. China's 2005 "Company Law" has made a useful exploration of the integration of the two models, but considering the increasingly fierce international competition, China's Company Law should be further improved on creditor protection mode.The whole article includes three parts which are the preface, the text and the conclusion. The text contains five parts.The first chapter defines the concept of creditors of the company and the classification used in this article, and then discusses the reason why company law has to protect the interests of the creditors.The second chapter describes the specific legislation on creditors'protection in civil law system. Under the direction of the capital determination, capital maintenance and the doctrine of unchanging capital, a complicate and logical protection mechanism of creditors'interests was established in the civil law system.The third chapter describes the protection model in the common law system. The common law system emphasizes the personal merits, in the judicial practice, it creates "piercing the corporate veil ", effectively deals with a wide variety of practices that exist in the case of shareholders against the interests of creditors. Meanwhile, the company law of the common law countries uses the solvency tests in the company's distribution; effectively protects the interests of creditors.The fourth chapter specifically analyzes merits and shortcomings of creditors'protection in the civil law and common law system.The fifth chapter illustrates the exploration of the integration of the two modes about the creditors'protection in the new Company law, and points out that under the new circumstance of the international competition, the mode of creditors'protection should be innovated in our country.