On the Three Hierarchy Construction of Borrowing and Financing Priority in Bankruptcy Reorganization

Zhejiang Liqun Law Firm       Lin Qiuying 19941253008      Jin Dongling 17681618955

Abstract: As a financing model that obtains funds by changing the debt structure, borrowing financing has incomparable advantages. However, currently, the provisions on the priority of borrowing and financing in China's current laws are too weak, only stipulating that it can be paid off at any time by referring to the common interest debt, which cannot be prioritized over the payment of bankruptcy expenses or the payment of common interest debt. This clearly cannot meet the borrowing and financing needs of bankrupt reorganized enterprises. Based on this, by drawing on foreign legislative examples, typical cases of domestic bankruptcy reorganization financing, and practical experience of managers, a hierarchical design of China's loan financing priority system is carried out, and a three-level pyramid model with basic priority, special priority, and super priority priority is constructed. At the same time, strict restrictions will be imposed on the applicable situations at each level, and the balance concept of "restructuring promotion" and "abuse prevention" will be deeply implemented.

Keywords: Borrowing, financing, co beneficial debt, special priority, super priority

1、 Origin: Accelerating the Construction of Localized Loan Financing Priority System

In recent years, China's economy is in the transition period from high-speed development to high-quality development. In addition to the impact of the global COVID-19, the domestic economic situation is grim, the market is in a slump, and a large number of real estate, construction and other large enterprises are going bankrupt, resulting in a series of serious consequences such as unemployment of migrant workers, waste of social resources, destruction of social productivity, and social contradictions are increasingly prominent. In this situation, China has introduced many relief policies to ensure the smooth introduction of restructuring investors in the bankruptcy reorganization process, thereby alleviating the upgrading of resource allocation and social contradiction pressure. On October 23, 2019, the State Council issued the "Regulations on Optimizing the Business Environment", which formulated specific prescriptions to address the chronic problem of "difficult and expensive financing". Subsequently, various regions successively introduced business environment regulations in the form of local legislation, which condensed the wisdom of local governance. In early 2020, Beijing and Shanghai respectively issued the "Beijing Municipal Regulations on Optimizing the Business Environment" and the "Shanghai Municipal Regulations on Optimizing the Business Environment", both of which involve asset disposal issues in restructuring and financing. The report of the 19th National Congress of the Communist Party of China also emphasized the need to deepen supply side structural reform and continuously optimize the allocation of existing resources. On February 25, 2021, the National Development and Reform Commission, the Supreme People's Court, and other thirteen ministries and commissions jointly issued the "Opinions on Promoting and Ensuring the Legal Performance of Managers in Bankruptcy Proceedings to Further Optimize the Business Environment", proposing to increase financing support for restructured enterprises. Banking and financial institutions should follow the principles of marketization and rule of law for restructured enterprises that meet the direction of national industrial policies and have restructuring value, Provide maximum credit support. A series of national measures have created a favorable business environment for restructuring and financing, enabling the coordination and cooperation of the "visible hand of the government" and the "invisible hand of the market", and accelerating the improvement of the socialist market economy system.

Restructuring financing refers to the financial intermediation carried out by debtors during the bankruptcy reorganization period to achieve rebirth. It has irreplaceable institutional value and practical significance in promoting enterprise revitalization, optimizing the business environment, and deepening supply side reform. From a typological analysis, restructuring financing includes but is not limited to asset financing, debt financing, and equity financing. [He Dan: "Legal Allocation of Control Rights in Bankruptcy Reorganization", China Prosecutorial Publishing House, 2010 edition, p. 125.] As a typical representative of debt financing, loan financing aims to obtain funds by changing the debt structure. Its advantages are obvious, as it has a balancing effect on financial leverage and will not affect the actual control of the enterprise.

Looking back at the history of various countries, it is not difficult to find that the legislative concept of bankruptcy law has undergone a transformation process from a creditor based approach, to a balance of interests between creditors and debtors, and finally to a social based approach. Modern bankruptcy law is no longer a civil and commercial law that only focuses on private rights, but has the economic law attribute of coupling public law and private law. [Shen Junsen: "Research on Legal Issues of Enterprise Bankruptcy and Restructuring Financing", PhD thesis of Southwest University of Political Science and Law in 2018.] Granting priority to loan financing is essentially fairness, efficiency, or balance of interests. Therefore, when constructing a localized priority system for borrowing and financing in our country, we should balance the three aspects, remove obstacles to borrowing and financing paths, actively promote the regeneration and reconstruction of bankrupt enterprises, and maintain social order harmony and stability through the rule of law.

2、 A Review of the Current Priority Rules for Borrowing and Financing in China

（1） Legal Application of Priority in Loan Financing

Article 75, Paragraph 2 of the Enterprise Bankruptcy Law of the People's Republic of China (hereinafter referred to as the "Enterprise Bankruptcy Law") stipulates: "During the reorganization period, if the debtor or manager borrows money for the purpose of continuing business, they may establish a guarantee for the loan." This paragraph does not specify the legal nature and legal status of the new loan, but only indicates that the new loan can enjoy a security right. In reality, debtors who enter bankruptcy generally have no assets to mortgage or most of their assets already have mortgages, and the establishment of new mortgage rights cannot reduce the investment risk of investors. [Shang Zhidong, Wang Kang: "Analysis of the Difficulties and Solutions of New Financing during the Reorganization Period - Starting from Article 2 of Judicial Interpretation 3", article solicited at the 12th Central Rise Rule of Law Forum. Therefore, this paragraph belongs to the principle advocacy of legislators. Before the promulgation of the "Provisions of the Supreme People's Court on Several Issues Concerning the Application of the Enterprise Bankruptcy Law of the People's Republic of China (III)" (hereinafter referred to as the "Judicial Interpretation III of the Bankruptcy Law"), courts and administrators usually adopt alternative measures to refer to the provisions of Article 42 (4) of the Enterprise Bankruptcy Law to give new loans the priority of being repaid as co beneficial debts. This clause stipulates that "the labor remuneration and social insurance fees payable for the debtor's continued operation, as well as other debts arising therefrom," is one of the contents of the joint benefit debt. However, there are significant attribute differences between new loans and labor remuneration and social insurance fees, which cannot be classified together. Over time, this may lead to inconsistent understanding and application in judicial practice. Therefore, Article 2 of the Judicial Interpretation III of the Bankruptcy Law specifies that during the restructuring period, borrowing and financing shall be treated in accordance with the common interest debt, and the repayment order shall be inferior to the secured creditor's rights.

From the perspective of textual interpretation, Article 2 of Judicial Interpretation III of the Bankruptcy Law has the following characteristics compared to Article 75 (2) of the Enterprise Bankruptcy Law:

1. In terms of time, the loan occurrence time stipulated in this article should be after the acceptance of the bankruptcy application, breaking through the scope limit of a single reorganization period, and expanding its occurrence time from bankruptcy reorganization procedures to bankruptcy liquidation and settlement procedures.

2. In terms of repayment ranking, new loans should be treated as co beneficial debts, with priority given to their repayment, and it should be clear that they have at least priority over other ordinary debt repayment.

3. In terms of exercise procedures, the reorganization of the enterprise for borrowing and financing shall be subject to a vote at the creditors' meeting. If the debtor or manager who manages the enterprise makes an application before the first creditors' meeting, it shall be approved by the people's court. This reflects the firm implementation of the principles of creditor autonomy and legal supervision by the court in bankruptcy reorganization, and fully takes into account the urgency of borrowing and financing before the first creditor meeting.

（2） Shortcomings in current legislation

Although the introduction of judicial interpretations has clarified and resolved some urgent issues in judicial practice, there are still unresolved issues left over from history, which have also brought about some new problems worth studying, mainly in the following aspects:

From a legal perspective, loan financing is a "reference" to co beneficial debt, indicating that co beneficial debt essentially does not include loan financing. Professor Wang Xinxin believes that co beneficial debt is a general term for debts that are borne by the debtor's property for the benefit of all creditors in bankruptcy proceedings. [Wang Xinxin: Bankruptcy Law, Renmin University of China Press, 2011 edition, p. 290.] It mainly has the following characteristics: firstly, the time when debt arises is after the people's court accepts the bankruptcy application; Secondly, the purpose of bearing debts is for the common interests of all creditors; Thirdly, repayment can be made at any time from the debtor's property. Judicial interpretation separates it from common interest debt, making it difficult to be self explanatory in legislative interpretation.

2. From the perspective of priority, loan financing is superior to ordinary debt, but inferior to security interests; At the same time, the order of repayment of co beneficial debts should also be referred to. However, reference does not mean "according to". Some scholars believe that this is highly likely to open the door to solving the priority issue of borrowing and financing through market-oriented means, leaving the decision-making power to creditors. If the creditors' meeting can give potential borrowers and financiers a higher priority position, it can naturally increase the possibility of restructuring financing and also help reduce financing costs. [Fan Xing: "The Legal Application of Judicial Interpretation III on Mutual Benefit Debt and Bankruptcy Law - Based on the Application of Beijing Jingxiyuxin Materials Co., Ltd.", "Legal Application", Issue 12, 2019.] Therefore, it is worth exploring whether its priority can surpass the repayment of mutual benefit debt itself.

3. From the perspective of time nodes, the legal nature and repayment order of loans incurred in the pre restructuring process are not clearly defined. In judicial practice, some significant bankruptcy cases begin to explore the application of pre restructuring procedures, namely the linkage mechanism between out of court and in court restructuring, as an important measure to improve restructuring efficiency and asset preservation, before officially entering the restructuring process. There are no specific provisions in China's laws and regulations regarding the pre reorganization procedure, but the "Minutes of the National Court Civil and Commercial Trial Work Conference" and "Minutes of the National Court Bankruptcy Trial Work Conference" actively encourage bankrupt enterprises to explore the connection mechanism between out of court and in court restructuring. Therefore, local courts have not stopped exploring the practice of pre restructuring system, such as the pre restructuring to restructuring case of Hangzhou Dongfang Cultural Park's seven companies, which was selected as one of the top ten typical bankruptcy trials of Zhejiang courts in 2021. Xiaoshan Court intervened in the legal guidance and supervision work of the pre restructuring stage in advance, supervising and guiding major matters such as debt review and the introduction of strategic investors, Using the concept of "bankruptcy without shutdown" to alleviate the problem of asset depreciation caused by shutdown, and maintain the debtor's various production factors and restructuring value. Therefore, the importance of pre restructuring is no less than that of restructuring procedures, so it is necessary to clarify the legal attributes of borrowing and financing, as well as the order of repayment, that occur in pre restructuring procedures at the legislative level.

4. From the perspective of procedural linkage, the issue of the existence or elimination of the priority of borrowing and financing in the event of restructuring failure is not clearly defined. After the reorganization plan is approved by the court, the reorganized enterprise may still be converted into bankruptcy liquidation proceedings due to inability or failure to execute the reorganization plan. The Bankruptcy Enterprise Law has not responded to the issue of whether the priority enjoyed by borrowing and financing in the reorganization process still exists in the bankruptcy liquidation process.

3、 The Improvement Path of the Priority System for Three tiered Borrowing and Financing in the Golden Tower Style

（1） Basic priority

Basic priority refers to the priority enjoyed parallel to the priority status of shared debt. It is a right derived from the definition of new loan claims as "co beneficial debts" in the Bankruptcy Enterprise Law. Due to the fact that loan financing refers to the repayment of common interest debts, the repayment order of loan financing also takes priority over employee claims, social security expenses, and ordinary bankruptcy claims. Although the Judicial Interpretation III of the Bankruptcy Law provides a separate interpretation of the legal attributes of new loan claims, it does not fundamentally address the category of "other debts arising from this" in the common interest debt. From the perspective of expansion interpretation, in Article 42 (4) of the Enterprise Bankruptcy Law, "thus" can be considered as all reasonable debts incurred by the debtor for the purpose of continuing business; From the essence of co beneficial debt, it conforms to the concept of debt that is borne by the debtor's property for the benefit of all creditors. The above analysis provides a legitimate basis for the expansion of the scope of co beneficial debts. Therefore, it is advisable to adopt a summary and enumeration approach in Article 42 (4) of the Enterprise Bankruptcy Law to improve it, clarifying that new loans and other debts, except for labor remuneration and social insurance, are co beneficial debts, which is more conducive to the logical coherence of legal interpretation.

There are no specific provisions in China's laws and judicial interpretations regarding the pre reorganization procedure. However, in recent years, with the issuance of local normative documents such as the "Guidelines for the Trial of Enterprise Reorganization Cases by the Shenzhen Intermediate People's Civil Court (Trial)" and the "Guidelines for the Handling of Bankruptcy Reorganization Cases by the Beijing Bankruptcy Court (Trial)", more and more cases have begun to explore the application of pre reorganization procedures, especially playing a significant buffering role in some major bankruptcy cases. As a transitional stage for bankrupt enterprises to officially enter the reorganization process, the urgency of the enterprise's financial needs is no less than that of formal reorganization procedures. In response, Article 128 of the Japanese Company Rebirth Law extends the exercise period of co beneficial debt to the stage after the application for reorganization proceedings and before the court's ruling. The vast majority of intermediate people's courts in China also believe that pre restructuring financing should refer to the repayment of common interest debts. Among them, the Intermediate People's Court of Suqian City, Jiangsu Province, issued Article 8 of the "Provisions of Suqian City Intermediate People's Court on Trial Trial Trial of Pre restructuring Cases", which stipulates that, During the pre restructuring period, with the permission of the people's court, the debtor may borrow money to continue operating. After accepting the restructuring application, the loan can be repaid in accordance with the provisions of Article 42 (4) of the Enterprise Bankruptcy Law. As relevant legal provisions on pre restructuring have not yet been introduced, referring to the above two practices, it is recommended that after meeting certain prerequisite and procedural requirements, the loan financing during the pre restructuring period should be prioritized and repaid in accordance with the common interest debt. However, the extension of time cannot be traced back to before the application for pre restructuring, otherwise it will lead to the issue of priority abuse. When the exploration of pre restructuring procedures in various regions becomes more in-depth, it can be discussed whether to define pre restructuring loan financing as co beneficial debt based on specific circumstances.

（2） Hierarchical Breakthrough of Loan Financing Priority

1. Special priority

Special priority refers to priority over "bankruptcy expenses and other shared debts". Bankruptcy expenses and co beneficial debts refer to the expenses and debts incurred after the court accepts the debtor's bankruptcy ruling, which can be settled at any time. Due to the different factors that generate the two, bankruptcy costs are a prerequisite for the operation of bankruptcy proceedings, while co beneficial debts are not necessarily incurred, so bankruptcy costs are paid before co beneficial debts.

If financing cannot be obtained even under the status of co beneficial debt, a feasibility analysis should be conducted to break through the previous priority. Fully considering the urgency and necessity of restructuring corporate financing at this time, we can draw inspiration from the legislative design of the United States and give it priority over "other administrative expenses" when certain conditions are met. Based on China's national conditions, "administrative expenses" in enterprise bankruptcy mainly refer to the additional tax and fee issues incurred by the debtor after the bankruptcy application is accepted. Based on the practice of the administrator, the administrator has been at odds with the tax authorities regarding the issue of new taxes and fees generated during the asset disposal process after the court accepts the bankruptcy application, resulting in a deadlock. There is a viewpoint that the taxes paid for the transfer of intangible assets and the sale of real estate after bankruptcy proceedings belong to bankruptcy expenses or co beneficial debts. It overlooks the second paragraph of Article 41 of the Enterprise Bankruptcy Law, which states that the applicant for bankruptcy expenses shall be the administrator designated by the court. For newly added taxes, they cannot be cut across and should be classified. They can only be recognized as co beneficial debts if they meet the criteria for co beneficial debts.

Taking advantage of the linkage mechanism between the government and the courtyard, granting special priority to borrowing and financing is in line with the requirements of socialist core values and the interests of the people. Managers should impose strict restrictions on the prerequisites and approval procedures when exercising special priority rights. The applicant should prove the existence of the following premises: firstly, loan financing is necessary and appropriate for the continuous operation of the enterprise; Secondly, granting priority to co beneficial debt still hinders access to new financing. Regarding the procedure, it must be approved by the people's court or passed by a resolution of the creditors' meeting. [Sun Jian: "Research on the Legal System of Restructuring Financing", doctoral thesis from Nanjing Normal University in 2021.]

2. Super Priority

Super priority refers to the priority that has equal or priority status compared to the priority of construction project price or secured creditor's rights in the new loan financing system, and is truly a "super priority". Unlike Article 416 of the Civil Code, in the case of chattel mortgage guarantee, it assigns priority to the price creditor's rights, and uses the price collateral itself to guarantee the payment of price collateral, achieving the coexistence of formal and substantive guarantee views. The prototype of the super priority in the new loan financing system comes from Article 364 (d) of the United States Federal Bankruptcy Code and is further improved: firstly, in terms of the nature of the debt, it does not belong to the price debt of the chattel collateral in the purchase and sale contract, but is a financial debt generated based on the loan financing assets; Secondly, in terms of priority ranking, including but not limited to chattel mortgage guarantee, it has the same priority or higher priority status as the priority of the previous construction project price or secured creditor's rights; Thirdly, in terms of application, it is limited to bankruptcy proceedings.

The priority of construction project prices is a special regulation in China, aimed at protecting the labor interests of migrant workers and prioritizing the repayment of all existing debts. The secured creditor's rights are inferior in terms of repayment compared to the construction project price, and both have priority in terms of repayment order over bankruptcy expenses, common interest debts, and other ordinary creditors' rights. The existence of super priority breaks the monopoly position of the former omnibus guarantor and helps to encourage borrowing and financing. Therefore, the introduction of this system has its practicality and legitimacy. [Zhang Yusi: "Research on the Application of Super Priority System in China", Ph.D. Thesis of China University of Political Science and Law in 2021.] However, directly granting the status of super priority in loan financing will inevitably undermine the current legal order in China and should be applied with caution. Only when the substantive and procedural requirements are met can an indirect attempt be made to grant it super priority. The substantive requirements include the following aspects: firstly, the applicant needs to prove that the bankrupt enterprise cannot obtain financing in any other way; Secondly, fully protect the rights and interests of the original secured creditor's rights and the priority holder of the construction project price, and reserve their right and means to appeal if their priority rights are damaged. In addition, the bankruptcy expenses or co beneficial debts incurred in the process of achieving super priority should have priority over loan financing in terms of repayment ranking. The reason is that such bankruptcy expenses or co beneficial debts are necessary for achieving super priority rights. If not prioritized, they will be transferred to other creditors, reducing the proportion of debt repayment, which is unfair.

For new loans with mortgage guarantees, they should still comply with China's property rights guarantee rules, which are "registration first, rights first". From this, it can be seen that there are many conflicts of interest between super priority and China's existing mortgage security property rights system. This not only significantly reduces the credit level of chattel security transactions, but also artificially shakes the legal authority of chattel security transactions. [Chen Jingshan: "Super Priority Model for Restructuring Financing: Function and Structure", "Politics and Law", Issue 9, 2021.] Therefore, it is not recommended to place new guarantees in an equal or even priority position with prior guarantees. However, restructuring enterprises does require borrowing and financing, and China's laws and regulations do not address the issue of balancing the conflict of interest between new and old security rights. Starting from the principles of fairness and efficiency, China's judicial practice has gradually explored alternative solutions. In typical real estate restructuring cases, the debtor usually has no net assets available for collateral or the collateral amount cannot cover the loan amount. In order to obtain the priority right to repayment, investors must dispose of the prior mortgage guarantee, that is, by acquiring the mortgage first, they can achieve the goal of ensuring the priority of creditor's rights before and after their investment. It should be clarified that the acquisition of mortgage rights, as a purely commercial act, is not prohibited by law. On the basis of reaching a consensus, both parties to the contract can effectively ensure the priority of the original secured creditor's rights and balance the interests of the borrower and financier. Therefore, the act of acquiring mortgage rights is equivalent to the transfer of creditor's rights in the legal sense, which has not broken through the current legal framework in terms of effectiveness. At the institutional level, it can also reflect the existence value of new loan creditor's rights taking priority over the original secured creditor's rights.

The People's Court of Qujiang District, Quzhou City, Zhejiang Province, established the priority of new loans over mortgages over the priority of construction project prices in the bankruptcy reorganization case of Y Real Estate Company regarding the issue of whether to exceed the priority of repayment of previous construction project prices. However, this is a flexible approach to solve practical problems before the promulgation of the Judicial Interpretation III of the Bankruptcy Law, with limited reference value. [Yang Hao: "The Case of Real Estate Enterprise Bankruptcy with Construction Party as the Main Body, Financing and Ensuring Funds Withdrawal -" The Case of Bankruptcy Reorganization of Zhejiang Y Real Estate Development Co., Ltd. "," Analysis of Difficult Issues in Enterprise Bankruptcy Trial Practice of People's Courts ", Legal Publishing House, 2016 Edition, pp. 262-266.]" Judicial Interpretation of Bankruptcy Law III The introduction of the law has broken the feasibility channel for similar cases to be replicated, but it is also a new exploration to break through the priority hierarchy through the pursuit of priority levels and the transfer of rights through negotiation. With the joint assistance of the judge and manager, negotiate with the priority holder of the construction project in advance to relinquish their priority within a certain borrowing and financing limit. If there is still a mortgage right on the loan, the borrower and financier can receive the first purchase mortgage right, and ultimately achieve the effect of borrowing and financing hierarchy analogy with super priority through a "double priority" approach.

（3） The Existence of Loan Financing Priority in Bankruptcy Procedure Circulation

In the book "Legislative Guide on Insolvency Law", the United Nations Commission on International Trade Law believes that revoking any security or priority provided for new loans in reorganization to liquidation proceedings may not be conducive to the commencement of reorganization, and suggests that national bankruptcy laws should provide for the continued recognition of any priority from new loans during the reorganization period in the event of reorganization proceedings being converted to liquidation. [United Nations Commission on International Trade Law: Legislative Guide on Insolvency Law, New York Office of the United Nations Commission on International Trade Law, 2006, pp. 107, 109.] Similar provisions exist in Article 364 (e) of the Federal Bankruptcy Code of the United States, which states that for bona fide entities providing loans, the legal effect of any priority or mortgage security rights arising during this period shall not be overturned or modified by judicial proceedings. David G. Epstein, Steve H. Nicholas, and James J. White: "American Bankruptcy Law," translated by Han Changyin et al., China University of Political Science and Law Press, 2003 edition, pp. 219-220

The bankruptcy laws of various countries share different approaches in addressing this issue, and the principle of protecting bona fide third parties behind legislation has become increasingly prominent. As bona fide third parties in the reorganization process, loan investors, whose financing benefits all stakeholders, should receive the highest priority protection of the law. Therefore, referring to the internationally accepted legislative design, it is advisable to supplement it in Article 93 of the Enterprise Bankruptcy Law, and continue to recognize the priority right to repayment of loan financing after the conversion of bankruptcy proceedings and the guarantee provided for the execution of the reorganization plan as still valid. Ding Yan: "The Alienation and Solution of Debt Financing in Bankruptcy Restructuring Enterprises", Journal of East China University of Political Science and Law, Issue 4, 2019.

References

[1] Chen Jingshan: "Super Priority Model for Restructuring Financing: Function and Structure", Politics and Law, Issue 9, 2021.

[2] David G. Epstein, Steve H. Nicholas, and James J. White: "American Bankruptcy Law," translated by Han Changyin et al., China University of Political Science and Law Press, 2003 edition, pp. 219-220.

[3] Sun Jian: "Research on the Legal System of Restructuring Financing", Ph.D. Dissertation, Nanjing Normal University, 2021

4、 Conclusion

The purpose of corporate bankruptcy reorganization is to maintain the operational value of the debtor and regain profitability. The introduction of Judicial Interpretation III of the Bankruptcy Law has led to an increasing proportion of loan financing applications in the field of bankruptcy restructuring year by year. However, overall, the legal protection of the priority of borrowing and financing is still not strong, and investors are facing high investment risks and difficult cost recovery for a long time, which will inevitably affect the success rate of bankruptcy reorganization. At present, the revision of the Enterprise Bankruptcy Law has been included in the legislative plan of the 13th National People's Congress Standing Committee. Taking advantage of the spring breeze of linkage between government and courtyards, China should also accelerate the "three-level" priority system for borrowing and financing to quickly take root and sprout in the legal soil of our country, and use legislative means to ensure that borrowers and financiers obtain fair and reasonable investment returns, in order to promote the implementation of bankruptcy legality and rule of law.

annotation

He Dan: "Legal Allocation of Control Rights in Bankruptcy Reorganization", China Prosecutorial Publishing House, 2010 edition, page 125.

Shen Junsen: "Research on Legal Issues of Corporate Bankruptcy and Restructuring Financing", Ph.D. Thesis from Southwest University of Political Science and Law in 2018.

Shang Zhidong, Wang Kang: "Analysis of the Difficulties and Solutions of New Financing during the Reorganization Period - Starting from Article 2 of Judicial Interpretation III", solicited article at the 12th Central China Rise Rule of Law Forum.

Wang Xinxin: Bankruptcy Law, Renmin University of China Press, 2011 edition, page 290.

Fan Xing: "Legal Application of Judicial Interpretation III on Mutual Benefit Debt and Bankruptcy Law - Based on the Application of Beijing Jingxiyuxin Materials Co., Ltd.", "Legal Application", Issue 12, 2019.

Sun Jian: "Research on the Legal System of Restructuring Financing", doctoral thesis from Nanjing Normal University in 2021.

Zhang Yusi: "Research on the Application of China's Super Priority System", Ph.D. Thesis from China University of Political Science and Law in 2021.

Chen Jingshan: "Super Priority Model for Restructuring Financing: Function and Structure", Politics and Law, Issue 9, 2021.

Yang Hao: "The Case of Real Estate Enterprise Bankruptcy with Construction Party as the Main Body and Financing to Ensure Funds Withdrawal -" Case of Bankruptcy Reorganization of Zhejiang Y Real Estate Development Co., Ltd. "," Analysis of Difficult Issues in Enterprise Bankruptcy Trial Practice of People's Court ", Law Press, 2016 edition, pages 262-266.

United Nations Commission on International Trade Law: "UNCITRAL Legislative Guide on Insolvency Law," New York Office of the United Nations Commission on International Trade Law, 2006, pp. 107, 109.

David G. Epstein, Steve H. Nicholas, and James J. White: "American Bankruptcy Law," translated by Han Changyin et al., China University of Political Science and Law Press, 2003 edition, pp. 219-220.

Ding Yan: "The Alienation and Solution of Debt Financing in Bankruptcy Restructuring Enterprises", Journal of East China University of Political Science and Law, Issue 4, 2019.

References

[1] Chen Jingshan: "Super Priority Model for Restructuring Financing: Function and Structure", Politics and Law, Issue 9, 2021.

[2] David G. Epstein, Steve H. Nicholas, and James J. White: "American Bankruptcy Law," translated by Han Changyin et al., China University of Political Science and Law Press, 2003 edition, pp. 219-220.

[3] Sun Jian: "Research on the Legal System of Restructuring Financing", doctoral thesis from Nanjing Normal University in 2021.