Company Act Article 306

I.In case the plan of reorganization is not adopted by the groups with voting right at the meeting of persons concerned, the reorganization supervisor shall forthwith report to the court and the court may direct modification or alteration on fair and reasonable principle and order the meeting of persons concerned to reconsider the plan within one month.II.In case the aforesaid plan of reorganization remains not adopted upon reconsideration at the meeting of persons concerned, the court shall render a ruling to terminate the reorganization;however, if the company is really worthy of reorganization the court may, as against the dissenting group, amend the plan of reorganization in any one of the following ways and render a ruling to approve it:1.That the property held as security by secured creditors in reorganization together with the right of claim is to be transferred to the company after reorganization, and such right is to remain in existence without any change;2.That the property held as security by secured creditors in reorganization, the property that can be appropriated to meet repayments to unsecured creditors in reorganization and the residual property that can be distributed to shareholders may, on the basis of its price if fair deals and in proportion to the sharing parts to which such creditors and shareholders are entitled, be disposed of for repayment, distributed to those entitled to receive it, or deposited with a court; or3.Other fair and reasonable ways beneficial to maintaining the business of the company and protecting the right creditors.III.In case the plan of reorganization mentioned in the first paragraph of the preceding article or in the preceding paragraph cannot or need not be executed on account of change in circumstances or for a good cause, the court may, on application of the reorganization supervisor, reorganizers, or persons concerned, render a ruling to order the meeting of persons concerned to reconsider. In case there is obviously no possibility of or necessity for reorganization, the court may render a ruling for termination of reorganization.IV.The aforesaid plan of reorganization adopted on reconsideration shall be submitted in an application to the court for a ruling of approval.V.In case the reorganization plan is not resolved by the meeting of the interested parties within one year after the ruling served to the company, the court may, ex officio or at the petition of interested party of parties, render a ruling of termination of the reorganization; the same procedure shall be followed if the reorganization plan is not resolved within one year after the ruling of reconsideration served to the company by the court according to the third paragraph.
中文原文 公司法第306條
重整計畫未得關係人會議有表決權各組之可決時,重整監督人應即報告法院,法院得依公正合理之原則,指示變更方針,命關係人會議在一個月內再予審查。
前項重整計畫,經指示變更再予審查,仍未獲關係人會議可決時,應裁定終止重整。
但公司確有重整之價值者,法院就其不同意之組,得以下列方法之一,修正重整計畫裁定認可之:
一、有擔保重整債權人之擔保財產,隨同債權移轉於重整後之公司,其權利仍存續不變。
二、有擔保重整債權人,對於擔保之財產;無擔保重整債權人,對於可充清償其債權之財產;股東對於可充分派之賸餘財產;均得分別依公正交易價額,各按應得之份,處分清償或分派承受或提存之。
三、其他有利於公司業務維持及債權人權利保障之公正合理方法。
前條第一項或前項重整計畫,因情事變遷或有正當理由致不能或無須執行時,法院得因重整監督人、重整人或關係人之聲請,以裁定命關係人會議重行審查,其顯無重整之可能或必要者,得裁定終止重整。
前項重行審查可決之重整計畫,仍應聲請法院裁定認可。
關係人會議,未能於重整裁定送達公司後一年內可決重整計畫者,法院得依聲請或依職權裁定終止重整;其經法院依第三項裁定命重行審查,而未能於裁定送達後一年內可決重整計畫者,亦同。

English translation for reference only; the Chinese text prevails. Not legal advice.