論債權式新資金引入—以公司重整制度為中心

The Post--commencement Finance-Focusing on Corporation Reorganization

周伯寅(Bo-Yien Chou)

指導教授 ： 鄭有為 ； 王明禮

國立中央大學/管理學院/產業經濟研究所/碩士(2012年)

摘要

公司因經營不善導致無法在市場上繼續生

關鍵字

新資金 ； 程序開始後之融資 ； 重整 ； 清算

並列摘要

There are many instances where companies cannot survive any longer in the market because of poor management. When this happens, a company has two options to choose from, liquidation or reorganization. Under the current legal system, due to the lack of a good company reorganization system, the number of successful reorganization cases is limited, and most companies would choose to go down the liquidation route.
However, this paper believes that the reorganization system is necessarily needed. From the perspective of the industry, to give a company the opportunity to reorganize can save factories and equipments from becoming idle, and workers from unemployment; from the perspective of shareholders of the company, reorganization can save their investment so that they do not lose everything; from the perspective of the creditors of that company, a company that continues to operate is of course more likely to be able to repay their debts. Therefore, we can say that a well--‐considered reorganization system is capable of creating win--‐win situations.
The key to the reorganization system is the “injection of new funds", because regardless of the perfect conditions of a company, or how attractive the reorganization program is, eventually that company has to face the problem whether there are new investors who are willing to invest to solve the financial difficulties. For companies who filed for reorganization, there are two ways to observe whether new investors would be willing to invest in them; from a management perspective, the new fund investors care about whether the reorganized company would have enough essential elements to turn a profit; and from the legal perspective, lawmakers should design a set of incentives sufficient to attract new influxes of funds, at the same time taking into account the interests of the shareholders/creditors.
The influx of new funds, from both the management and legal perspective, has issues worth discussions. But due to limited space, this paper will focus on the legal perspective. It will discuss how the legal system should strike a balance between the creditors and shareholders toallow a fast and efficient reorganization, and thereby reach win--‐win situations.

並列關鍵字

New funds ； Liquidation ； Reorganization ； Post--‐commencement Finance

參考文獻

(1) 王文宇(2000/12),資產管理公司政策與法制問題研究,台灣 金融財務季刊,第 1 輯,第 2 期,頁 13-33。

(1) William D. Warren & Daniel J. Bussel(2009), Bankruptcy, 7th

Distress and Bankruptcy , 3rd ed.,New York: John Wiley & Sons.

Insolvency and Creditor Rights Systems.

(一)專書