If the legal representative of the company is a shareholder of the company and has one of the following five circumstances, the legal representative shall be liable for the debts of the company. In other cases, the legal representative of the company is not liable for the debts of the company.
A company is an enterprise legal person, which is characterized by being established according to law, having independent property, having its own name, organization and place, and independently bearing civil liabilities.
Therefore, under normal circumstances, the company independently bears civil liability. The exceptions are as follows:
1. If the shareholders of a one-person limited liability company cannot prove that the company's property is independent of the shareholders' own property, they shall be jointly and severally liable for the company's debts.
2. If the shareholders of the company abuse the independent status of the company as a legal person and the shareholders' limited liability to evade debts, which seriously damages the interests of the company's creditors, they shall be jointly and severally liable for the debts of the company.
3. Shareholders' contribution is untrue. If the capital contribution is false, the shareholders who contributed it and other shareholders or promoters when the company was established shall bear the responsibility with the false part of the registered capital.
4. Shareholders withdraw funds. Shareholders who withdraw their capital contribution shall be liable to the extent of their withdrawn registered capital.
5. When the company is cancelled, if the company still has property after liquidation, the shareholders who share the property shall be liable for paying off the debts of the company within the scope of sharing the property.
Legal basis: Article 3 of People's Republic of China (PRC) Company Law is an enterprise legal person with independent legal person property and legal person property rights. The company is liable for its debts with all its property.