Research On The Protection Of Creditor 's Interest In M ​​& A

Company merger and acquisition(M&A) have important influence to the company creditors.In the M&A,because of the creditors’ legal status and mastering asymmetrical company information,creditors have disadvantage status all the time.In practice,the case that M&A damage the interests of creditors always happen.The reason is that,on the one hand,this is related to the social environment and creditors’ weak legal consciousness,on the other hand, this is related to some flawed regulations in the company law.Certainly,any legal regulations have limitations.As Edgar Bodenheimer goes,law is a large building with many halls,rooms, re-entrants and corners,and it is very difficult that let a lamp illuminate every hall,room, re-entrant and corner,and that is doubly true when technical knowledge and experience are limited and the lighting system is inappropriate or imperfection.②In order to deal with company’ and the interests of creditors properly,reasonable institution should have two ways,one is that we should protect the interests of creditors in company M&A,and the other way is that we do not damage achievement of the M&A when protecting the interests of creditors.This essay focuses on and researches the issue that how to protect the interests of creditors in the company M&A.And the text have five parts:The introduction leads to the content of the essay with a case.In a company merger and acquisition, the interests of creditors need obtain protection.The first section discusses the basic theory of the protection of the interests of creditors in a company M&A.It introduces the concept of the company M&A,M&A model,the creditors’ status in M&A and the effect analysis of the protection of the interests of creditors in company M&A.The second section introduces the principles and fundamental theory of the protection of the interests of creditors in the company M&A.The principles includs insisting on the principle of moderation and insisting on the principle of fairness andefficiency.Then,it discusses the fundamental theory of the protection of the interests of creditors in the company M&A,and defines the protection scope of creditors.The third section analyses the problems which exsit in the protection of the interests of creditors in our country’s company M&A,from current legislation and status quo.The fourth section investigates the interests of creditors protection mechanism of Foreign company in M&A,and has raised some theories and views which we can use for reference.The fifth section has given its suggestions of protecting the interests of creditors in M&A from some ways such as restructuring protection procedure of creditors and improving some related institutions.And hope that the creditors’ interests in M&A will be fully protected in the future.The last is conclusion.This section has summarized all the essay.