Protection Of The Creditor’s Rights During The Process Of Business Transfer

Operating stressed at the attribution between the commercial subject and it’s object. Theoperating assets is in the sense of business object, and is also the object of business transfer, itis the basis of the value of the guarantee for the general creditors, the creditors at adisadvantage in the contractual relations. Existing civil law has been unable to meet thedevelopment of the business practice in the business transfer. It cannot give better protectionto the creditors. This paper is divided into five parts.The first part introduces the basic system of the business transfer, laying the foreshadowsfor the later article. Analyzing of the relationship between operating assets and the debt,characteristics of operating assets. Make a comparison to the between those similar economicbehaviors in their characteristics, Further, summarize the characteristics of business transfer.The second part discusses the necessity to protect the creditors’ right. First, the socialresponsibility requires protect the interests of creditor who is in an inferior position, whenthey are in the business transfer. Secondly, achieve the correction of commercial principleswhich giving priority to efficiency. Finally, dissert the vulnerable information position ofcreditors in the transaction, discuss the moral and trading hazard in the face of business.The third part focuses on the rules of the commitment and transfer about the debt.Exploring and sorting out other countries’ legislation, at the same time, under the current legalprovisions, analyzing our country’s legal rules on the business transfer, the debt shall be borneby the transferee, unless the creditor and the parties have an agreement.The fourth part, sorting out the legislation in protection of creditors, from the civil law,commercial entity law, as well as the state-owned enterprise reform legislation, combinedwith the first three parts, then infer that our current traditional civil law has drawbacks in thelegal basis, and there is a breach in the commercial entity law when comes to the creditor, aswell as unjustified assume in presence of state-owned enterprises which related to themigration debt. In addition to that, there are other defects in current law. The fifth part, try to build a Commercial General Regulation to protect the creditor in thebusiness transfer. Leading into the right to dissent and the right to bid in French, to protect theright of creditors, at the same time, the bondholders can help themselves on the bondholders’meeting, put forward a recommendations for the future creditors.