《公司法》修订与商业银行信贷债权的维护

新修订的《公司法》放宽了对公司设立与出资的管制,规范了公司的关联交易与对外担保行为,引入了法人人格否认制度,强化了对公司中小股东与债权人利益的保护。本文认为,在新《公司法》框架下,公司信用的基调已从静态的资本信用转向动态的资产信用。对此,作为公司债权人的商业银行,应当确立事前、事中和事后的不同措施,认真做好贷款管理和评价工作。商业银行必须关注客户公司内部治理和对外经营的动态变化,并分析这些变化对公司偿债资产的法律影响。在此基础上,商业银行应充分利用新《公司法》及其他相关法律赋予的权利,有效维护信贷债权。

Revision of the Corporate Law and Protection of Claimable Rights of Commercial Banks in Credit Claim

Under the revised Corporate Law, control over incorporation and capital contribution is loosened, correlative transactions and external guarantee are regulated, a legal person personality veto system is introduced, and protection of the interests of small shareholders and creditors is accentuated. It is believed by the author that under the framework of the New Corporate Law, the keynote of corporate credit has moved from static capital credit to dynamic capital credit. Therefore, as corporate creditors, commercial banks should take different measures before, during and after extending loans and do a good job in managing and evaluating the loans. They should pay attention to the dynamic development of customer companies regarding internal governance and external operations and study the legal influence of such development on redemptive assets of these companies. Moreover, they should effectively safeguard their claimable rights according to the New Corporate Law and other rights as provided by relevant laws.