实质合并破产制度研究
发布时间：2018-11-10 13:14
【摘要】：破产法的最高宗旨即在于使破产企业的全体债权人获得公平清偿,而关联企业的出现则对这一宗旨构成挑战。关联企业中的从属企业通常被控制企业盘剥,坚持分离破产将使从属企业债权人处于不利的境地,而实质合并破产制度则对解决这一难题提供了新的思路,即通过破除关联企业各内部企业的独立人格,以关联企业整体资产合并后的总资产作为破产财产对外清偿债务。我国的司法实践虽然已经开始适用该规则,但是由于于法无据,该规则的适用仍然面临一系列不确定因素。文章通过对该规则的理论前身、产生背景及发展脉络、我国对关联企业立法规制的缺陷以及司法适用等问题进行分析,得出该制度在当下司法适用中的必要性和普遍适用的可行性,以期为我国立法上最终能够确立实质合并破产制度提供理论上的参考。
[Abstract]:The supreme purpose of bankruptcy law is to make all creditors of bankrupt enterprise get fair settlement, and the appearance of affiliated enterprise challenges this purpose. Affiliated enterprises in affiliated enterprises are usually controlled by the exploitation of enterprises, insisting on separation and bankruptcy will make the creditors of dependent enterprises in a disadvantageous position, but the substantial merger bankruptcy system provides a new way to solve this problem. That is to say, by breaking the independent personality of the internal enterprises, the total assets of the whole assets of the affiliated enterprises are taken as the bankruptcy property to pay off the debts. Although the judicial practice of our country has already begun to apply this rule, the application of the rule is still faced with a series of uncertain factors because of the lack of legal basis. This paper analyzes the theoretical predecessor, background and development of the rule, the defects of the legislative regulation of affiliated enterprises and the application of the law in our country. The necessity of the system in the current judicial application and the feasibility of its universal application are obtained in order to provide a theoretical reference for the establishment of the substantive merger bankruptcy system in the legislation of our country.
【学位授予单位】：苏州大学
【学位级别】：硕士
【学位授予年份】：2015
【分类号】：D922.291.92
本文编号：2322572
[Abstract]:The supreme purpose of bankruptcy law is to make all creditors of bankrupt enterprise get fair settlement, and the appearance of affiliated enterprise challenges this purpose. Affiliated enterprises in affiliated enterprises are usually controlled by the exploitation of enterprises, insisting on separation and bankruptcy will make the creditors of dependent enterprises in a disadvantageous position, but the substantial merger bankruptcy system provides a new way to solve this problem. That is to say, by breaking the independent personality of the internal enterprises, the total assets of the whole assets of the affiliated enterprises are taken as the bankruptcy property to pay off the debts. Although the judicial practice of our country has already begun to apply this rule, the application of the rule is still faced with a series of uncertain factors because of the lack of legal basis. This paper analyzes the theoretical predecessor, background and development of the rule, the defects of the legislative regulation of affiliated enterprises and the application of the law in our country. The necessity of the system in the current judicial application and the feasibility of its universal application are obtained in order to provide a theoretical reference for the establishment of the substantive merger bankruptcy system in the legislation of our country.
【学位授予单位】：苏州大学
【学位级别】：硕士
【学位授予年份】：2015
【分类号】：D922.291.92
【参考文献】
相关期刊论文 前1条
1 张少丽;;关联企业实质合并破产制度研究[J];重庆第二师范学院学报;2014年04期
，本文编号：2322572
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