本文所欲探討之重點在於，債務清理法草案尚未通過之時，透過研究美國聯邦破產法典第363條之發展與運用，建構出售型重整於我國債務清理法體系之設計。此外，本文亦針對美國破產實務中，出售型重整最具代表性之案例-克萊斯勒汽車案深入探討。本文蒐集美國法院判決以及學者見解，梳理克萊斯勒案之發展脈絡與判決結果，且歸納克萊斯勒汽車操作出售型重整所產生之爭議。並藉此設想未來出售型重整於我國操作時可能產生之問題，進一步擬定合適之解決方案。 ;Result from many complicated factors, economic depression and poor management for instance. Because businesses fail to operate functionally, it has to pull out the market then take on the process of liquidation or reorganization.
Section 363 sales promise a speedy and cost-effective alternative to traditional reorganization. Section 363 imposes very fewer procedural and substantive requirements than the chapter 11 process. Sales of operating businesses take place pursuant to section 363 of the Bankruptcy Code. The sale of the business can be completed within 60 days. A concrete example is Chrysler, which entered the proceeding of selling business and exited 42 days later.
Under 363, if a debtor in possession wants to sell or lease property of the estate outside the ordinary course of business, it could do so after notice and hearing. During past years, 363 sale had become common practice in large-scale corporate bankruptcies.
Decisions relating to Chrysler made by bankruptcy court and second circuit court was debatable. Argument arose from the violation of priority and other doctrine in chapter 11. Besides, some scholars emphasized that Chrysler breached appropriate bankruptcy practice and the sale in Chrysler infringed the protections afforded creditors under chapter 11.
Complete reorganization by selling operating assets have become more useful and customary. This paper try to research the content of 363 sale, it studied the decisions relating to Chrysler sale and generalized some issues from facts. Further it explored journals and paper to realize methods that explain the controversy logically.
In our country we have a successful illustration about corporate reorganize through selling assets. This paper dig up the instance deeply. In addition to introducing the framework of liquidation and reorganization in our country, this paper figured out some proposal to improve the bankruptcy law well.
