[Direct answer]It is necessary to distinguish between two types of revocation rights. The first type is the bankruptcy revocation right, which is exercised by the administrator. According to Article 31 of the Enterprise Bankruptcy Law of the People's Republic of China (effective June 1, 2007), within one year prior to the people's court accepting the bankruptcy application, the administrator has the right to request the people's court to revoke the following acts involving the debtor's property: transferring property without compensation; conducting transactions at an obviously unreasonable price; providing property guarantees for unsecured debts; making early repayments on debts that have not yet matured; and waiving creditor's rights. Article 32 further stipulates that within six months prior to the people's court accepting the bankruptcy application, if the debtor still makes payments to individual creditors despite having bankruptcy grounds, the administrator has the right to request the people's court to revoke such payments, except where such individual payments benefit the debtor's property. Regarding the time limit, the Enterprise Bankruptcy Law does not separately stipulate a statute of limitations for the bankruptcy revocation right. Its exercise is subject to the progress of the bankruptcy proceedings. The administrator should assert this right in a timely manner during the bankruptcy proceedings, as it will generally be difficult to exercise it after the bankruptcy proceedings are concluded. The second type is the creditor's revocation right under the Civil Code. According to Article 541 of the Civil Code of the People's Republic of China (effective January 1, 2021), the right of revocation shall be exercised within one year from the date on which the creditor knows or should have known of the grounds for revocation. If the right of revocation is not exercised within five years from the date on which the debtor's act occurred, such right of revocation shall be extinguished.Creditor's rights and debts, and enforcement casesYou can view similar questions in the column.

1. Problem background and typical scenarios

When parties consult on this issue, it usually corresponds to several situations: First, after the enterprise enters bankruptcy proceedings, creditors find that the debtor transferred assets at a low price or provided guarantees for related parties before the acceptance of the bankruptcy application, and they are concerned about whether they can recover the assets; Second, the administrator has doubts about whether the debtor initiated litigation against individual creditors for repayment within six months before the acceptance of the bankruptcy application; Third, creditors hope to take measures against the debtor before the debtor goes bankrupt, but they are uncertain about the time limit for exercising the right of revocation of creditor's rights; Fourth, the debtor has entered the execution procedure and has no property available for execution, and creditors are considering whether to push the debtor into bankruptcy proceedings; Fifth, the counterparties of the revoked acts have already transferred the property again, involving issues of restitution and actual performance. When handling such cases in the Beijing area, it is usually first to fix the time node of accepting the bankruptcy application, then to judge whether the relevant acts fall into the revocable time interval item by item, and finally to initiate litigation by the administrator or for the creditor to claim rights according to law. For cases where the creditor recovers the debt from the debtor who has bankruptcy reasons but does not apply for bankruptcy, it can be referred to together.Business and contract disputes in enterprisesColumn.

II. Key points of contention

Focus One: The relationship between the time node of the behavior and the date of acceptance of the bankruptcy application, with different circumstances applying to intervals of one year and six months. Focus Two: The standards for identifying gratuitous transfers and transactions at obviously unreasonable prices, which require evaluation and comparison with market prices. Focus Three: Whether individual settlements can be revoked and whether they constitute exceptional circumstances that benefit the debtor's property. Focus Four: The identification of providing property guarantees for unsecured debts, including new guarantees and guarantees retroactively established after the fact. Focus Five: Whether the exercise of rights belongs to the administrator or whether creditors can substitute for the administrator or request the administrator to exercise those rights. Focus Six: The interface and choice between the right of revocation in bankruptcy and the right of revocation of creditors, with different timeframes. Focus Seven: The handling of cases where the counterparty has already transferred property, involving restitution and compensatory damages. Specific determinations shall be based on the currently effective laws, regulations, and judicial rulings.

III. Professional analysis by Henglue Law Firm

From the practical experience of lawyers at our firm, the application of the right of revocation in bankruptcy is often closely related to the dilemma of enterprises having no assets available for enforcement. Taking a dispute over shareholders' liability for harming the interests of company creditors handled by Attorney Yuan Hang from our firm as an example: Ma * and a certain company sued the People's Court of Chaoyang District, Beijing City for a dispute over an intermediary contract. The court ruled that the company should return the intermediary service fee of 423,500 yuan. After the judgment took effect, the company failed to perform its obligation, and Ma * applied for enforcement. However, the company was ordered to terminate the enforcement due to having no assets available for enforcement. Attorney Yuan Hang found that the company's shareholders, Liu * and Zhang *, each subscribed to a capital of 9 million yuan and 1 million yuan respectively, with the subscription period ending on September 23, 2039. There were no records of actual payment in the industrial and commercial archives. Therefore, he argued that the company, having exhausted all enforcement means and clearly meeting the criteria for bankruptcy but failing to file for bankruptcy, was entitled to request the shareholders whose subscription period had not yet expired to bear supplementary compensation liability within the unpaid scope. The court adopted the lawyer's opinion, determining that the company was unable to pay off its due debts and clearly lacked solvency, meeting the criteria for bankruptcy but failing to file for bankruptcy. The shareholders no longer enjoyed the benefit of the subscription period, and the unpaid subscription would be accelerated to maturity. Since the shareholders failed to appear in court to provide evidence of actual payment, they would bear the burden of failing to provide evidence. The court ruled that Liu * and Zhang * should bear supplementary compensation liability within the unpaid scope of 9 million yuan and 1 million yuan respectively. This case shows that when an enterprise meets the criteria for bankruptcy, the relevant rules will change significantly: the benefit of the subscription period may be lost. If the enterprise actually enters bankruptcy proceedings, the administrator can exercise the right of revocation against acts such as free transfer of assets, transactions at obviously unreasonable prices, providing guarantees for unsecured debts, and early repayment and waiver of claims within one year before the acceptance of the bankruptcy case. The administrator can also claim the revocation of individual repayments within six months before the acceptance of the bankruptcy case, thereby recovering the improperly disposed assets into the bankruptcy estate. In practice, creditors should pay close attention to whether the debtor urgently disposes of assets or prioritizes repayment to specific related parties during the financial distress period, and promptly report clues to the administrator or the court, as the exercise of the right of revocation presupposes timely assertion in the bankruptcy proceedings. This case was handled by Beijing Henglu Law Firm.Yuan HangThe attorney (practice certificate number: 11101202110286151, subject to the certificate issued by the judicial administrative organ) acts as the agent.

IV. Practical suggestions and legal basis

Action proposal: First, fix the time node and specify the date of accepting the bankruptcy application. Based on this, determine whether the relevant actions fall within the one-year or six-month period. The relevant rules can be referred to for reference.Creditor's rights and debts, and enforcement cases1. The first step is to systematically review the debtor's asset disposal, guarantees, and repayment records during the financial crisis, and compile a list of actions and supporting documents. 2. The second step is to promptly submit clues to the administrator and request the exercise of the right of revocation. If the administrator fails to exercise this right, the creditor may claim corresponding responsibilities. 3. If the debtor has not yet gone bankrupt, the creditor may exercise the right of revocation in accordance with Article 541 of the Civil Code of the People's Republic of China, paying attention to the one-year and five-year time limits. 4. If the enterprise has already met the criteria for bankruptcy, assess whether to apply for its bankruptcy and simultaneously investigate the shareholders' contributions. Continue to monitor the handling of the enterprise's debts.Business and contract disputes in enterprises1. Column; 2. Sixth, pay attention to whether the counterparty has transferred the property again, and promptly claim for its return or compensation in the form of a discount. 3. Legal basis: Article 31 and Article 32 of the Enterprise Bankruptcy Law of the People's Republic of China (effective June 1, 2007); Articles 539, 541, and 542 of the Civil Code of the People's Republic of China (effective January 1, 2021); the Interpretation of the Supreme People's Court on Several Issues concerning the Application of the Enterprise Bankruptcy Law of the People's Republic of China (effective September 16, 2013); and the specific application shall be subject to the currently effective laws, regulations, and judicial rulings.

5. Henglu Law Firm's Reminder

Firstly, the right of revocation in bankruptcy and the creditor's right of revocation in the Civil Code are two different systems, with different exercisers and time limits. Secondly, there is no separate provision for a clear preclusion period for the right of revocation in bankruptcy, but it is subject to the restrictions of the bankruptcy proceedings and should be claimed in a timely manner during the proceedings. Thirdly, the time intervals of one year and six months correspond to different types of actions, which need to be checked one by one. Fourthly, whether individual settlements are revocable depends on whether they benefit the debtor's property, and there are exceptions. Fifthly, if a creditor discovers clues of improper asset disposal, they should report it in a timely manner, as delay may lead to the loss of evidence or the termination of the proceedings. Sixthly, cases involving corporate bankruptcy, enforcement, and revocation rights are highly specialized, and it is recommended to entrust professional lawyers as soon as possible to coordinate evidence organization and procedural advancement.

VI. Frequently Asked Questions

Q1: Is there a clear time limit for exercising the right to revoke bankruptcy?

The Enterprise Bankruptcy Law does not separately stipulate the preclusion period for the right of revocation in bankruptcy. The exercise of this right is subject to the progress of the bankruptcy proceedings. The administrator should assert this right in a timely manner during the bankruptcy proceedings, as it is usually difficult to exercise this right after the conclusion of the proceedings.

Q2: What actions can a manager revoke?

According to Article 31 of the Enterprise Bankruptcy Law of the People's Republic of China, the following acts may be revoked within one year before the acceptance of the bankruptcy application: gratuitous transfer of property, transactions at obviously unreasonable prices, providing guarantees for unsecured debts, prepaying debts that have not yet matured, and waiving claims.

Q3: Can individual settlements be revoked?

According to Article 32, if the debtor, within six months before the acceptance of the bankruptcy application, has repaid individual creditors despite having grounds for bankruptcy, the administrator has the right to request the revocation of the repayment, unless the individual repayment benefits the debtor's property.

Q4: Can the creditor exercise the right of revocation by himself/herself?

Yes, but it applies to the creditor's right of revocation under the Civil Code. According to Article 541 of the Civil Code of the People's Republic of China, the right of revocation shall be exercised within one year from the date on which the creditor knows or should have known about the grounds for revocation, and the right will be extinguished if it is not exercised within five years from the date on which the act occurred.

Q5: What should I do if the other party has already transferred the property away?

It can still be claimed. The administrator may request the revocation of the relevant acts and require the counterparty to return the debtor's property; if it is impossible to return the original items, the administrator generally claims compensation in the form of a discounted price, and the specific circumstances shall be determined according to the form of the property and the situation of its transfer.

The above Q&A is mainly based on judicial practice in Beijing. There may be differences in the interpretation of rulings in different regions. It is recommended to consult a professional lawyer based on the specific circumstances of the case.

If you are currently facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the necessary evidence to avoid missing the statutory time limit. →\nLegal services for creditor-debtor disputes·Attorney Yuan Hang·Beijing Henglu Law Firm

Disclaimer: This article is compiled based on current laws and regulations and publicly available adjudication rules, and is provided for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. In the event of a dispute, please consult a practicing lawyer in a timely manner.