| Corporation creditors is a kind of active social group in various fields and they are closely linked with the company. Creditors offer debt financing for corporate, and corporate returns back, but this seemingly win-win situation is often broken by the fact.The abuse of rights by shareholders leads to serious losses to creditors,and creditors fight against corporate for their interests, when the problem is serious, the behavior of both sides could cause social disorder. Therefore, creditor protection become the key point of Corporate Law, it has great significance for creditors themselves, company operation and social order.In China, regulations about creditor protection are embodied in Contract Law, Corporate Law and Enterprise Bankruptcy Law. As we all know, the corporation comes from foreign countries, so the related law system is still need to be improved in China. Due to the limitation of protection ways and strength, the creditors can’t be well protected.There are several systems about creditor protection in Corporate Law, which are showed as modifying the Minimum Registered Capital System in 2013, empowering creditors the rights to know and object to corporations’ big changes, establishing the Corporate Personality Denial System and so on.Though these regulations have made outstanding contributions to creditor protection, we can’t help deep in thinking the exposed flaws with the increasing development of economy.First of all, the Minimum Registered Capital System is established for checking and balancing the limited liability, because the limited liability will transfer the risk to creditors in the case of undercapitalization. This system is used to balancing the interests between shareholders and creditors.The Minimum Registered Capital System has been existing for over twenty years. However, it has been proved that creditors’ interests which is the primary purpose of the System is not implemented due to its inflexibility and inefficiency. Secondly, rational creditors should not rely on legal norms to protect their legitimate rights and interests. They are supposed to strengthen self-crisis consciousness and pay attention to company’s information. Changing from passiveness to activeness and transforming pressure into motivation are best ways forcreditors after the Minimum Registered Capital System is being abolished. Compared with shareholders, however, creditors are lack of the ability to obtain information, it is difficult to know the change of corporate’s assets.Therefore, in order to guarantee creditors to fully understand companies’ condition and exercise their rights, the law should endow creditors more concrete rights to know and object to corporations’ big changes. Moreover, the Corporate Personality Denial System is established in the Corporate Law as the last defense line of creditors’ protection, which can be seen as a great advance of our legal system.But it is difficult to apply it to practice because of the immature relevant law, so we need to go further explorations.In order to solve the problems in creditor protection under the present situation, we could take following measures. For example, perfect the related regulations in Corporate Law such as companies’ major events changes,perfect Manager Responsibility system, establish Information Disclosure System to fully open companies’ information, specify Corporation Personality Denial System and so on. |
