Because according to the regulations, the company usually bears the repayment responsibility with its own property, but as an enterprise legal person, it generally does not need to bear it. Because the company has an independent personality, if the legal representative is a natural person, it does not need to bear the debts of the company, but the changed legal person will bear the debts of the original company. Generally, it is borne by the company's own property, and the general legal person does not bear it.
Debt commitment after the change of shareholders of the company:
1. No matter whether the shareholders change or not, the main body of the company remains unchanged, and the company's creditor's rights and debts continue, and the company still bears external responsibilities and claims rights;
2. Before signing the equity transfer, the original shareholders should inform the new shareholders of the real situation of the company and sign the equity transfer agreement after confirmation by both parties. The changed creditor's rights and debts shall be borne by the new shareholders within the scope of their capital contribution;
3. The company has shareholders who have certain rights and obligations to the company. However, due to the corporate nature of the company, the company's property and shareholders' property are independent, and the general shareholders will not bear the company's debts. But nothing is absolute, and sometimes shareholders need to bear the debts of the company. Details are as follows:
(1) The contribution made by shareholders is untrue. There is no actual capital contribution, or the capital contribution does not reach the proportion agreed by shareholders as stipulated in the Articles of Association.
(2) Shareholders withdraw funds. Some shareholders will withdraw the original capital contribution as share capital after the company is registered and established, which will objectively reduce the company's capital and violate the principle that the company's capital remains unchanged.
(3) Before the company is officially registered, the shareholders operate in the name of the company and incur debts.
(4) Shareholders misappropriate company property to pay personal expenses.
(5) Some shareholders abuse the company's limited liability system to infringe on the interests of creditor's rights and seek improper interests for themselves.
To sum up, because according to the regulations, the company usually bears the repayment responsibility with its own property, but as a company legal person, it generally does not need to bear it. Because the company has an independent personality, if the legal representative is a natural person, it does not need to bear the debts of the company, but the changed legal person will bear the debts of the original company. Generally, it is borne by the company's own property, and the general legal person does not bear it.
Legal basis:
Article 3 of People's Republic of China (PRC) Company Law
The company 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.
Shareholders of a limited liability company shall be liable to the company to the extent of their subscribed capital contribution; Shareholders of a joint stock limited company shall be liable to the company to the extent of the shares subscribed by them.