The theoretical basis of bankruptcy reorganization and what is the definition of bankruptcy reorgani

Company bankruptcy refers to the state in which the company is unable to pay off its debts due and is unable to continue its business, and the court declares that it has ceased business and liquidated its creditor's rights and debts. The Company Law stipulates that if a company is declared bankrupt in accordance with the law, the court shall, in accordance with the relevant laws, organize the shareholders, relevant authorities and relevant professionals to set up a liquidation group to carry out bankruptcy liquidation of the company.

1. If the enterprise goes bankrupt and bears personal liability, the legal representative will be subject to many restrictions when setting up another enterprise in the future;

2. If the legal person has no defects in its establishment, its liability for losses shall be borne by the legal person itself, and it is neither a shareholder nor a legal representative.

3. As long as the legal person can distinguish between the property of the legal person and the personal property, the legal representative does not need to bear civil liability. In the case of liabilities, the company shall bear all the assets of the company, and the shareholders do not need to bear it, except for the defects in capital contribution at the time of establishment.

1. What does it mean in law for a company to go bankrupt.

The bankruptcy of the company, that is, the bankruptcy of the company, the company is unable to pay off the debts due and is unable to continue to operate, and the court declares that it will cease business and liquidate the creditor's rights and debts.

China's Qinnapai Company Law stipulates that if a company is declared bankrupt in accordance with the law, the court shall organize shareholders, relevant authorities and relevant professionals to set up a liquidation team to liquidate the company in accordance with relevant laws.

2. What are the responsibilities of the legal representative of the **** application for bankruptcy?

In the case of a limited liability company, the shareholders are liable to the extent of their capital contributions. The responsibilities of the legal representative after filing for bankruptcy are as follows:

1. If the enterprise goes bankrupt and bears personal liability, the legal representative will be subject to many restrictions on re-operating the enterprise in the future; If an enterprise violates relevant laws, the person of the legal representative may be restricted; Where a legal person commits a crime, the legally-designated representative receives criminal sanctions;

2. If the legal person has no establishment defects, it shall bear the liability for losses and shall not be a shareholder or a legal representative.

Article 125 of the Enterprise Bankruptcy Law stipulates that a director, supervisor or senior manager of an enterprise who violates the duty of loyalty or diligence and causes the bankruptcy of the enterprise shall bear civil liability in accordance with the law. Persons under the circumstances provided for in the preceding paragraph shall not serve as directors, supervisors, or senior managers of any enterprise for three years from the date of the conclusion of bankruptcy proceedings. Member.

What are the advantages of bankruptcy reorganization?

1) Bankruptcy reorganization is a reorganization within the court and is therefore mandatory. That is to say, once the court accepts the bankruptcy reorganization, the execution of all other litigation procedures will be suspended, such as the money owed to the creditor can be temporarily not repaid, and even the enforcement of the collateral by the secured creditor will not be enforced;

2) The market-oriented characteristics are more prominent, such as the diversification of the parties proposing bankruptcy reorganization, according to the provisions of the new bankruptcy law, not only the debtor and creditors can submit an application for reorganization, but also the shareholders of the debtor can submit an application for reorganization under certain conditions, and the new bankruptcy law introduces the enterprise bankruptcy administrator system, which has a positive effect on promoting the fairness, impartiality and objectivity of the reorganization process and fully protecting the interests of bankruptcy creditors;

3) Diversification of reorganization measures, the debtor may flexibly use a variety of measures permitted by the reorganization procedure to achieve the purpose of restoring operating capacity, paying off debts, restructuring and revitalizing, such as not only deferring repayment or reducing debts, but also transferring shares free of charge, reducing or increasing the company's registered capital, converting creditor's rights into shares, issuing new shares or corporate bonds to specific targets, and transferring business and assets;

In addition, there is a variety of flexibility in the reorganization method.

What is the connection and difference between bankruptcy reconciliation and bankruptcy reorganization?

The bankruptcy conciliation system focuses on reducing the amount of debts and postponing the period of debt performance through negotiation between creditors and debtors, so that the debtor can get rid of economic difficulties and avoid bankruptcy, so as to maintain the normal order of social transactions and take into account the individual interests of the parties and the interests of society. The enterprise reorganization system focuses on actively preventing bankruptcy, fully mobilizing the enthusiasm of all stakeholders, jointly rescuing enterprises in business difficulties, fundamentally restoring the debtor's production and operation capacity, maintaining the normal production and operation order of enterprises, and realizing the rehabilitation and reengineering of enterprise value. By its nature, the reorganization system has the dual purpose of debt disposal and enterprise rescue, the latter being the main aspect.

For bankruptcy conciliation, the conditions for the commencement of proceedings are the same as those for the commencement of bankruptcy liquidation proceedings, i.e., there is a cause for bankruptcy. Comparatively speaking, the conditions for the commencement of bankruptcy reorganization procedures are more relaxed than those for bankruptcy liquidation and reconciliation procedures, and creditors can also apply for reorganization not only when the cause of bankruptcy has already occurred, but also when the debtor enterprise has obvious possibility of losing solvency, that is, when there is a possibility of bankruptcy causes.

Legal basis

Chapter VIII of the Bankruptcy Law is reorganized.

Article 70 The debtor or creditor may, in accordance with the provisions of this Law, directly apply to the people's court for the reorganization of the debtor.

Where a creditor applies for bankruptcy liquidation of the debtor, the debtor or the contributor whose capital contribution accounts for more than one-tenth of the debtor's registered capital may apply to the people's court for reorganization after the people's court accepts the bankruptcy application but before the debtor is declared bankrupt.

Bankruptcy reorganization is divided into different types according to whether the enterprise is a listed enterprise or not. The two different approaches to enterprise bankruptcy reorganization are not the same. According to the company's own operating conditions and financial status, targeted research and judgment.

Bankruptcy reorganization method of listed enterprises: retaining the main business and buying a shell listing; Bankruptcy reorganization method of non-listed enterprises: the original equity remains unchanged, and the debtor continues to operate or introduces strategic investors, etc.

Article 70 of the Enterprise Bankruptcy Law of the People's Republic of China provides that a debtor or creditor may, in accordance with the provisions of this Law, directly apply to the people's court for reorganization of the debtor.

Where a creditor applies for bankruptcy liquidation of the debtor, the debtor or the contributor whose capital contribution accounts for more than one-tenth of the debtor's registered capital may apply to the people's court for reorganization after the people's court accepts the bankruptcy application and before the debtor is declared bankrupt and out of production.

Article 71 Where the people's court finds that the application for reorganization complies with the provisions of this Law, it shall rule on the debtor's reorganization and make a public announcement.

Article 72 The period of reorganization shall be from the date on which the people's court rules on the debtor's reorganization to the termination of the reorganization procedure.

Article 73 During the period of reorganization, upon the application of the debtor and the approval of the people's court, the debtor may, under the supervision of the manager, manage its property and business affairs on its own.

In the circumstances provided for in the preceding paragraph, the manager who has taken over the debtor's property and business affairs in accordance with the provisions of this Law shall transfer the property and business affairs to the debtor, and the functions and powers of the manager provided for in this Law shall be exercised by the debtor.

Article 74 Where the manager is responsible for the management of property and business affairs, the debtor's management personnel may be appointed to be responsible for the business affairs.

Article 75 During the period of reorganization, the exercise of a security right in a specific property of the debtor is suspended. However, if there is a possibility that the collateral may be damaged or its value is significantly reduced, which is sufficient to endanger the rights of the security right holder, the security right holder may request the people's court to resume the exercise of the security right.

During the reorganization period, if the debtor or the administrator borrows money for the purpose of continuing its business, it may create a guarantee for the loan.

Article 76 Where the debtor lawfully possesses the property of another person, and the owner of the property requests to take it back during the period of reorganization, the conditions agreed upon in advance shall be met.

Article 77 During the period of reorganization, the debtor's investors shall not request the distribution of investment income.

During the reorganization period, the directors, supervisors and senior managers of the debtor shall not transfer their equity interests in the debtor to a third party. However, with the consent of the people's court, this is not the case.

Article 78 During the period of reorganization, under any of the following circumstances, the people's court shall, at the request of the manager or interested parties, rule to terminate the reorganization procedure and declare the debtor bankrupt:

The debtor's business and property conditions continue to deteriorate and there is no possibility of salvage;

The debtor has committed fraud, maliciously reduced the debtor's property or other acts that are significantly unfavorable to creditors;

The administrator is unable to perform his duties as a result of the debtor's conduct.