保理合同中债权让与问题研究
Study on the Issue of Assignment of Claims in Factoring Contracts

《民法典》规定了无追索权保理与有追索权保理，无追索权保理本质上是债权买卖，有追索权的保理是债权让与担保。《民法典》在解决保理人之间顺位问题上采取了登记优先，通知次之，以及在未登记未通知的情形按债权比例分割规则，其中通知作为对抗要件会增加债务人的负担应予删除，债权分割规则与动产抵押权未经登记按债权比例清偿规则相似，应仅适用于具有担保属性的有追索权的保理。在保理人与应收账款质权人以及让与人的债权人顺位问题上，区分无追索权保理与有追索权保理，分别处理。
The Civil Code provides for non-recourse factoring, which is essentially the sale of claims, and recourse factoring, which is the assignment of security for claims. The Civil Code adopts the rule that registration takes precedence over notice in resolving the issue of subordination among factors, and the rule of proportional division of claims in the case of unregistered and unnotified factoring, of which notice as an antagonistic element will increase the burden of the debtor and should be deleted, and the rule of proportional division of claims is similar to the rule of proportional satisfaction of claims for unregistered movable mortgages, which should only be applied to factoring with recourse with security attributes. On the issue of creditor subordination between the factor and the pledgee of the receivables and the cedant, a distinction is made between non-recourse factoring and recourse factoring, which are treated separately.