Research On The Law Of Debt-to-equity Swap In Bankruptcy Reorganization

Bankruptcy restructuring is an important measure of the restructuring of the bankrupt enterprise,to get rid of the financial troubles of the corporation,and to restore the enterprise to its ability.The choice of debt-to-equity swap in the rescue plan of distressed enterprises can bring new momentum to the development of China's real economy.This new round of debt to equity swap in the market,legal premise.Whether debt-to-equity swaps can truly realize the requirements of marketization mainly depends on its legal environment.In the process of writing,this paper generalizes the of debt-for-equity process,put forward the process of the legal issues involved in,and from the bankruptcy restructuring debts convertible creditor and the debtor in the implementation of balancing of interests Angle,discovered the focus of this article--legal quagmire bankruptcy restructuring debts into shares,and puts forward the Suggestions.Implementation in practical point of view,help to the smooth implementation of debtto-equity swap process,and its applicable in the our country law put forward reasonable Suggestions,to bankruptcy reorganization,the implementation of debt turn face academic discussion on the research of legal trouble.Article puts forward the legal dilemma of the existence of bankruptcy reorganization of debt creditor's rights investment and capital fulfilling paradox,convertible before guarantee rights is difficult to achieve,convertible corporate governance structure is imperfect,convertible equity exit risks after the legal quagmire.Some of the above legal dilemmas have been put forward by scholars,but no Suggestions have been put forward to solve them.In view of the above legal difficulties,this paper puts forward new Suggestions from the aspects of capital enrichment,the realization of guarantee right before stock transfer,the standardization of corporate governance structure,and the prevention of the risk of equity withdrawal.Capital enrich sex,some scholars suggest that in debt enforcement of the agreement to add to the registered capital of the liability for guaranteeing that the marketization of debt stock requirements,based on creditor's rights investment in debtfor-equity shareholders should not join in the investment agreement for the liability for guaranteeing the force of the registered capital.Convert the guarantee right before the implementation,secured creditors and debtors can be in debt after the turn of the early stage of the negotiations is convertible according to the enterprise management situation of right of creditor's rights and guarantee consensus on priority implementation issues and in turn stated in the agreement.In terms of preventing the risk of equity exit,the methods of preventing the risk include: improving the value of the enterprise itself,so as to increase the market value evaluation of social investors on debt-to-equity swap;In the debt-for-equity swap agreement,it is agreed that the equity withdrawal of the implementing agency shall be enhanced by the equity transfer enterprise or a third party.Make use of the characteristics of preferred stock,the way of equity withdrawal and business performance linked.