Research On The Legal Issues Of Debt-to-Equity Swap Of Non-performing Loans Of Commercial Banks In My Countr

In the 1990 s,the influence of long-term planned economy system in our country,most of state-owned enterprises are facing serious debt crisis,commercial Banks non-performing loan ratio high,Banks face serious difficulties,huge non-performing loans as a "cancer" in the financial system,at any time will affect the stability and security of financial system in our country,therefore,since 1999,our country started to use debt-for-equity ways of disposal of non-performing loans,and has set up four financial asset management companies,specially for solving the problem of non-performing loans of Banks.In 2016,turn to start a new round of debt in our country,the state council issued "about actively yet prudently reduce leverage the opinion of the enterprise,and its attachments on the guidance of marketization of bank debt to equity,at the same time,the CBRC has also laid down the commercial Banks to set up a new debt convertible implementing agencies management approach(trial)",the purpose is to through debt convertible decrease the pressure of leverage and bank non-performing loans,the financial system's stability and security.However,the non-performing loan conversion system of commercial Banks in China is not perfect,so many problems are not solved in practice.This paper starts from the problems in the non-performing loan system of commercial Banks and puts forward corresponding legislative proposals from various angles.The first part of this article from the basic theory of debts into shares,introduces the concept and classification of debt-to-equity swap,and the basic legal system of debt-to-equity swap are analyzed,and then introduced the basicprocess of the commercial Banks non-performing loan debt convertible and the implementation of debt turn the effects on economic growth,on the whole system of non-performing loans in the commercial bank debt turn to grasp.This article second part on debts into shares two detailed comparison,respectively from the commercial bank non-performing loan debt on the background,content and type of the implementation of comparison,and points out that the I bonds convertible practice beneficial experience,for the later discussion commercial Banks non-performing loan debt problem of the existence of groundwork.On the basic condition on the basis of the analysis of theory and practice,this article third part from commercial Banks non-performing loan debt turn basic process,pointed out our country commercial bank non-performing loan debt convertible system still exist in the government intervention,affect debt-for-equity marketization process;Not only that,the choice of the enterprises of commercial bank non-performing loan debt standards,the type selection of equity and convertible debt after the shareholder interests balance are not well solved,at the same time,share repurchases problems also exist in the current law.So in this paper,the fourth part is aimed at the problems in the reality,think our country need to develop debt convertible special law to regulate commercial Banks non-performing loan problem,the author thinks that can be consideration from the following aspects: first,the government should clearly positioning itself,reduce its Banks non-performing loans in the commercial bank debt convertible improper administrative intervention,fully respect the market choice;Second,because the current selection criteria are vague,the enterprise debt and contradictions of being,so the selection criteria of debt-to-equity swap enterprises should redefine,solve the problem of the current standardoperating difficult;Third,the convertible preferred stock is still not smooth in our current legal system,so it is necessary to relax the issuing conditions of the preferred stock.Fourth,in debt-for-equity reaches a certain size,medium and small shareholders should be allowed to exercise the objection to repurchase claims,protect the rights and interests of minority shareholders,at the same time improve the debt-to-equity swap enterprise as a legal person governance structure,balance between old and new shareholders;Fifth,in the debt-to-equity swap,widely used in share repurchases way out,so the author suggested that draw lessons from the legislative mode,broadening the share buy-back conditions,without violating the company on the basis of principle of capital maintenance to ensure the legitimacy of repurchase.