公司之重整與破產
Date Issued
2003
Date
2003
Author(s)
DOI
912414H002019
Abstract
For a comprehensive corporate legislation infrastructure, debt settlement is
undoubtedly indispensable. Any company, which is unable to meet debts when they
fall due, must either apply for declaring insolvent or enter into the procedure of
reorganization.
As regards the former, the main purpose is to avoid creditors running for
payments and thus reduces the value of corporate assets; the latter, on the contrary, is
to try to save the company and make it re-alive. Therefore, traditionally, debt settlement can be divided into two different types:
restructure or liquidation. In fact, in a company can be reorganized and keep its
operation, not only the creditors can expect more repayment in the future, but also the
employees will not become jobless. This is dramatic important to social economy.
Even if the company has no way out, at least, to follow certain procedure to settle its
debts can secure those creditors on the equal footing. Thus, these two types need be
considered simultaneously.
Up to this point, our Company Law and Insolvency Law are two different codes.
The former deals with the issue of corporate reorganization, while the latter deals with
the insolvency problems of individuals and legal persons. This, as a matter of law and
fact, causes unnecessary duplication of procedures and waste of resources. In
November of 2001, the Company Law made some amendments to accelerate the
procedure of reorganization; however, it does not seem to function well. On the other
hand, the Insolvency Law has not been modified for almost more than 7 decades.
We deeply believe that the two procedures should be consolidated together in
one code, and this point of view is supported by English and American legislation.
After comparing with these two countries, we would like to propose that in the future,
the reorganization of companies should be taken out from the Company Law and be
merged into the Insolvency Law; besides, the type of companies, which is entitled to
enjoy this procedure, should not be limited to public company only.
Subjects
Insolvency, reorganization, order of relief, automatic stay, administrator,
debtor-in-possession
debtor-in-possession
trustee
examiner
cram-down
scheme of arrangement
floating
charge
charge
administrative receiver
Publisher
臺北市：國立臺灣大學法律學系暨研究所
Type
report
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