| Lien is a statutory security interest, reflecting the civil law principle of fairness and justice. It has the effect of priority on the financing of the security interests, such as the mortgage, the pledge. It has a prominent role in protecting the legitimate rights and interests of general creditors. But the scope of a Lien is confined to storage contracts, transport contracts, processing contracts and some other contract types by the "Guaranty Law". The scope of a lien is reduced, and other contract types are not protected by the lien except the ones mentioned above. This can't meet the actual needs. Since reform and opening up, China's market economy develops rapidly with frequent transactions between enterprises. Business transaction costs will increase and the enthusiasm of business transactions will be limited If the retention behaviors of enterprises still apply to "Guaranty Law", commercial lien regulated by "Property Law of the People's Republic of China"(hereinafter referred to as "Property Law") separates security in enterprises from general security. This has lowered the threshold when creditors apply to lien, and has provided comprehensive protection for creditors. All of this will be conducive to dealings between businesses. Article 231 in "Property Law" says:'The chattels taken as lien by the obligee and the obligee's rights shall fall into a same legal relationship, except for the lien between enterprises".This section provides an exception to a lien, which is that a lien will be set up even if the possession and the claim don't fall into a same legal relationship, and this is the commercial lien. It meets the requirements that commercial transactions pursue efficiency, with positive meanings.As a type of lien established for the first time in our legislation, commercial lien is different from the lien in many ways. This article will discuss the elements of the commercial lien, in order to facilitate the correct application of the system and the legislation.This paper is divided into three parts. The first part focuses on the establishment of the commercial lien and its value. Before the "Property Law" was promulgated, the lien was mainly regulated in "Civil Code" and "Guaranty Law", but the scope of the lien regulated in these laws is narrow, and the condition is harsh, all of which effect the effectiveness of the lien. The commercial lien regulated by "Property Law" solves these problems. This article will discuss the differences between the civil lien and the commercial lien in six aspects. They are the history, scope, causes, the requirements on rights and the obligations, elements and the effectiveness. Then give a brief summary to the value of the commercial lien, and highlight the meaning of the existence of the commercial lien.The second part analyses the positive conditions of the elements of the commercial lien deeply. The commercial lien can set up only when all the positive conditions exist. This article will discuss the positive conditions in four aspects. They are the debtor fails to pay mature debts, the creditor possesses the debtor's movable property legally, possession of the movable property and claims of the creditors do not belong to the same legal relationship, both the creditor and the debtor must be enterprises. Then definite possession and debt linking to the property, the subject of the commercial lien is limited to movable property, and set up a commercial lien with acquisition in good faith.The third part analyses the negative conditions of the elements of the commercial lien. This article will discuss the negative conditions in two aspects. They are the situations prohibited by law and the situations that the parties agree to prohibit. Then define voluntary management, unjust enrichment, prohibition of circulation of materials, movable property possessed according to the voluntary management and the unjust enrichment can use the commercial lien, prohibition of circulation of materials is not used to set up the commercial lien.
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