One -person Co., Ltd., shareholders are easy to assume joint responsibilities, and legal risks are mainly this!

Legal knowledge points: One -person limited liability company, as the name suggests, is only one shareholder of the company. Nevertheless, shareholders are the same as ordinary companies in terms of external responsibility. That is, the shareholders are responsible for the company's capital, and the company is responsible for debt with its property. Independent property and independent responsibility are also the core system of the company's law. The debt that the company has during the operation has no legal relationship with shareholders.

If the creditor requires the company's shareholders to bear legal liability for the company's debt, the creditors must have evidence to prove that shareholders have the abuse of the company's independent position and shareholder limited liability. For example, fail to contribute in full on time, escape capital, mixed property, affiliated transactions, etc. The abuse of the company's independent status and shareholders limited liability, whether it is shareholders of ordinary limited liability companies or shareholders of one -person limited liability company, are equally applicable.

Due to the characteristics of a limited company itself, the company law has made a more harsh law of shareholders than ordinary limited liability companies. According to Article 62 of the "Company Law of the People's Republic of China", the one -person limited liability company The financial accounting report should be prepared at the end of each accounting year and audited by the accounting firm; Article 63 stipulates that the shareholders of the one -person limited company cannot prove that the company's property is independent of the shareholder's own property, and the company's debt shall bear the company's debt. Local responsibility.

It can be seen from the two legal provisions of Article 62 and Sixty -three Articles of Article 62 and Sixty -three of the Company Law that one -person limited company shareholders shall not abuse the company's independent status and shareholder limited liability as the shareholders of ordinary limited liability companies. The shareholders of the responsible company must also assume an additional upside -down liability on the proof, that is, the shareholders of the one -person limited liability company need to prove that the personal property is not mixed with the company's property. When the company's debt cannot be settled in time, the creditor has the right to request the shareholders to provide individuals to provide individual shareholders. Evidence proves that the company's independent shareholders' personal property is obliged to provide evidence to prove that if one -person company shareholders cannot provide evidence to prove that personal property is independent of the company's property, then the shareholder personally needs to assume the liability for the company's debt.

Why does the law be provided? This is because one -person limited liability company has only one natural person shareholder or one legal person shareholder. Without the restrictions of other shareholders, one person limited liability company is more likely to have the same situation of shareholders' personal property and the company's property. After the mixed property is mixed, it is likely to cause the company's property to be occupied, used or transferred by shareholders to damage the interests of the company's creditors. Therefore, according to Article 63 of the "Company Law of the People's Republic of China", whether the shareholders of one person and the company have a mixed property and implement the inverted proof liability, which can promote the strict and regulatory operations of one -person limited company, which is also in line with fairness and reasonableness, and it is also in line with fairness and reasonableness. Principles of Liability Distribution. In order to better explain the meaning of this legal provision, I will now share a related practice case for your reference.

Introduction to the case: The plaintiff technology company sued the court that there was a cargo transaction relationship with the defendant glass company. The defendant Liu Mouzhen was the only shareholder and legal person in the glass company. "Details with technology companies", the payment of the payment of both parties was confirmed to confirm that the defendant glass company still owed the technology company to 208335 yuan. The defendant glass company only repaid the payment of 20,000 yuan, and the remaining payment was 188,335 yuan. In view of this, the technology company filed a lawsuit to the court: the defendant immediately repaid 188335 yuan and interest to the science and technology company; the defendant Liu Mouzhen should be liable for the above -mentioned debt.

Judgment view: After trial, the court believes that the defendant glass company shall bear the responsibility for proof for the performance of the contract obligations. It shall be deemed to be the right to give up proof and qualifications because of the legal summon of the court without justifying the court. The court determined the facts related to the case with the evidence and trial of the technology company. According to the "Agreement" submitted by the technology company, the defendant glass company confirmed that it was still owed to the technology company to pay 208,335 yuan. The technology company confirmed that the defendant's glass company had paid 20,000 yuan after the agreement was issued, and the technology company owed 188335 yuan. According to Article 161 of the Contract Law of the People's Republic of China, the buyer should pay the price in full at the agreed time. The technology company requested the defendant's glass company to repay the litigation request of 188,335 yuan in the owed payment, with facts and legal basis, and the court supports it.

According to the industrial and commercial registration information submitted by the technology company, the defendant glass company is a wholly -owned enterprise of natural persons. The defendant Liu Mouzhen is the only shareholder and legal representative of the company. If the shareholders of the responsible company cannot prove that the company's property is independent of the shareholders' own property, it shall bear joint responsibility for the company's debt. Because the defendant Liu Mouzhen's court legitimately summoned the lawsuit without justified reasons, he should be deemed to be the right to give up the proof and qualifications, so he should bear the adverse consequences of the proof. Therefore, the technology company requested the two defendants to bear the request for joint liability for liability, with facts and legal basis, and the court supported.

Results of the judgment: 1. The defendant glass company shall repay the payment of 188335 yuan and overdue interest within ten days from the date of effectiveness of the verdict; 2. The defendant Liu Mouzhen should be liable for the above -mentioned debt. Lawyer comments: In the above case, the glass company is a one -person limited liability company established by Liu Mouzhen. Liu is really the only shareholder of the company. The individual property of the shareholders is mixed with the company's property. The court decided that Liu Mouzhen was responsible for the debt owed by the glass company.

A limited company has low conditions, simple and fast, efficient business decision -making, simple institutions, and no public business conditions, but many people ignore the shortcomings of one person limited liability company. This disadvantage is that shareholders of one -person Co., Ltd. It is indeed the same in practice. From the case of the editor agent, the company's shareholders basically bear the responsibility of the company's debt, and there are almost no self -proven property independence.

Many shareholders have no risk awareness after establishing a one -person limited liability company. They regard the company as a tool to realize personal wealth. Therefore, the law stipulates that the specific obligations of one person Co., Ltd. are necessary. If a company's shareholders want to be responsible for the company's debt, the only way is to standardize the operation and management of the company, set up a sound financial accounting system, and be able to prove that the company's property is independent. Essence

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