中华人民共和国企业破产法（试行） Law of the Peoples Republic of China on Enterprise Bankruptcy

（For Trial Implementation）
颁布日期：19861202 　实施日期：19881101 　颁布单位：全国人大常委会

　　（Adopted at the 18th Meeting of the Standing Committee of the Sixth National People's Congress and promulgated by Order NO. 45 Of the President of the People's Republic of China on December 2， Law on Industrial Enterprises with Ownership by the Whole People comes into effect）

　　Contents

　　Chapter ⅠGeneral Provisions

　　Chapter ⅡThe Submission and Acceptance of Bankruptcy Applications

　　Chapter Ⅲ Creditors' Meetings

　　Chapter Ⅳ Settlement and Reorganization

　　Chapter Ⅴ Bankruptcy Declarations and Bankruptcy Liquidations

　　Chapter Ⅵ Supplementary Provisions

　　Chapter I General Provisions

　　Article 1 This Law is formulated in order to suit the development of a planned socialist commodity economy and the needs of the reform of the economic structure， to promote the autonomous operation of enterprises owned by the whole people， to strengthen the economic responsibility system and democratic management， to improve the state of operations， to increase economic efficiency and to protect the lawful rights and interests of creditors and debtors.

　　Article 2 This Law applies to enterprises owned by the whole people.

　　Article 3 Enterprises which， owing to poor operations and management that result in serious losses， are unable to repay debts that are due shall be declared bankrupt in accordance with the provisions of this Law.

　　Enterprises for which creditors file for bankruptcy shall not be declared bankrupt under any of the following circumstances：

　　（l） public utility enterprises and enterprises that have an important relationship to the national economy and the people's livelihood， for which the relevant government departments grant subsidies or adopt other measures to assist the repayment of debts；

　　（2） enterprises that have obtained guarantees for the repayment of debts within six months from the date of the application for bankruptcy. With respect to enterprises for which creditors file for bankruptcy， bankruptcy proceedings shall be suspended if the enterprise's superior departments in charge have applied for reorganization and if the enterprise and its creditors have reached a settlement agreement through consultation.

　　Article 4 The state through various means shall arrange for the appropriate reemployment of the staff and workers of bankrupt enterprises and shall guarantee their basic living needs prior to reemployment， specific measures shall be separately stipulated by the State Council.

　　Article 5 Bankruptcy cases shall be under the jurisdiction of the people's courts in the location of the debtor.

　　Article 6 Where this Law has not stipulated the procedures for bankruptcy cases， the legal provisions for civil procedures shall apply.

　　Chapter Ⅱ The Submission and Acceptance of Bankruptcy Applications

　　Article 7 Where the debtor is unable to repay debts that are due， the creditors may file to declare the debtor bankrupt.

　　When the creditor is submitting the bankruptcy application， it should provide relevant evidence relating to the amount of the claim， whether or not it is secured with property， and to the inability of the debtor to repay debts that are due.

　　Article 8 The debtor， upon the agreement of the superior departments in charge， may apply for the declaration Of bankruptcy.

　　When the debtor is submitting the bankruptcy application， it shall explain the circumstances of the enterprise's losses and deliver relevant accounting statements， a detailed list of debts and a detailed list of claims.

　　Article 9 After the people's court has accepted a bankruptcy case， it shall notify the debtor within ten days and make a public announcement.

　　Within ten days after receiving the detailed list of debts delivered by the debtor

， the people's court shall notify known creditors. The public announcement and notice shall stipulate the date of the first convening of the creditors' meeting.

　　Creditors who have been notified shall， within one month after receiving the notice， and creditors who have not been notified shall， within three months after the date of the public announcement， report their claims to the people's court and explain the amount of the claims， as well as whether or not they are secured with property， and also deliver relevant materials of proof. Creditors who do not report their claims during these periods shall be deemed to have automatically abandoned their claims.

　　The People's court shall register separately claims that are secured with property and claims that are not secured with property.

　　Article 10 Where creditors have made a bankruptcy application， the debtor shall， within l5 days after receiving the notice of the people's court， deliver to the people's court the relevant materials described in the second paragraph of Article 8 of this Law.

　　If the debtor is a guarantor for another unit， it shall， within five days after receiving the notice of the people's court， in turn notify the relevant parties.

　　Article 11 After the people's court has accepted a bankruptcy case， be suspended.

　　Article l2 After the people's court has accepted a bankruptcy case， the exception of payments required for the normal production and operations of the debtor.

　　Chapter III Creditors' Meetings

　　Article 13 All creditors are members of the creditors' meeting. Members of the creditors' meeting enjoy the right to vote， with the exception of creditors with claims secured with property who have not abandoned their priority right to be repaid. Guarantors of the debtor， after having repaid debts on behalf of the debtor， may be deemed creditors and enjoy the right to vote.

　　The chairman of the creditors meeting is designated by the people's court from among the creditors with the right to vote.

　　The legal representative of the debtor must attend the creditors' meetings and answer the creditors inquiries.

　　Article 14 The first creditors' meeting is called by the people's court and shall be convened within l5 days after the expiration of the period for reporting claims. Subsequent creditors' meetings are convened at such times as the people's court or the chairman of the meeting deems necessary， and may also be convened on the request of the liquidation committee or of creditors whose claims comprise more than one fourth of the total amount of claims not secured with property.

　　Article 15 The functions and powers of the creditors' meeting are：

　　（1） to examine materials of proof relating to the claims， and to confirm the amount of such claims and whether or not the claims are secured with property；

　　（2） to discuss and adopt a draft settlement agreement； and

　　（3） to discuss and adopt a plan for the disposition and distribution of bankruptcy property.

　　Article 16 Resolutions of the creditors meeting must be adopted by a majority of creditors with the right to vote present at the meeting； the amount of their claims must comprise more than half the total amount of claims not secured with property； however， with respect to a resolution adopting a draft settlement agreement， such amount must comprise more than two thirds the total amount of claims not secured with property.

　　Resolutions of the creditors' meeting shall have binding force on all the creditors.

　　Creditors who consider the resolutions of the creditors' meeting to be contrary to the provisions of law may， within seven days after the creditors' meeting has made such resolutions， apply to the people's court for judgment.

　　Chapter IV Settlement and Reorganization

　　Article l7 With respect to an enterprise for which the creditors appl

y for bankruptcy， the superior departments in charge of the enterprise that is the subject of the bankruptcy application may， within three months after the people's court has accepted the case， apply to carry out reorganization of the enterprise； the period of reorganization shall not exceed two years.

　　Article 18 After an application for reorganization is submitted， the enterprise shall propose a draft settlement agreement to the creditors' meeting.

　　The settlement agreement shall stipulate the period in which the enterprise shall repay the debts.

　　Article 19 After the enterprise and creditors' meeting have reached a settlement agreement which has been recognized by the people's court， the people's court shall make a public announcement and suspend the bankruptcy proceedings. The settlement agreement shall have legal effect from the date of the public announcement.

　　Article 20 The reorganization of the enterprise shall be supervised by its superior departments in charge.

　　The reorganization plan of the enterprise shall be discussed by a congress of the staff and workers of the enterprise. The circumstances of the reorganization of the enterprise shall be reported to the congress of the staff and works of the enterprise and its opinion shall be heeded.

　　The circumstances of the reorganization of the enterprise shall be periodically reported to the creditors' meeting.

　　Article 21 During the period of reorganization， an enterprise in any of the following circumstances shall， upon judgment of the people's court， terminate reorganization and declare its bankruptcy：

　　（l） not implementing the settlement agreement；

　　（2） continued worsening of its financial condition， for which reason the creditors' meeting

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