从实践操作中政策性默许到新公司法赋予解释空间,再到2011年《公司债权转股权登记管理办法》出台,债权出资在我国经历了由暧昧到明朗的合法化过程。公司信用基础由资本信用向资产信用的转变,以及近现代以来的债权财产化和财产债权化趋势为债权出资提供了理论基础。虽然一般意义上来看债权出资已经合乎规范和法理,但并非所 From the practical tacit approval of the policy to the new company law to give room for interpretation, and then to 2011 “Corporate Bonds and Equity Registration Management Measures” was introduced, debt financing in our country experienced from ambiguous to clear legalization process. The credit foundation of the company provides a theoretical basis for the creditor’s rights contribution from the change of capital credit to asset credit, as well as the tendency of debt propertyization and property debt derogation since the modern times. Although the general sense of creditor’s rights contribution has been in line with norms and jurisprudence, but not