Legal analysis
A limited liability company's commitment to corporate debt is unlimited, that is, it is liable for corporate debt with all its assets. Shareholders of the company shall bear limited liability for the debts of the company. However, under special circumstances, the shareholders' meeting shall be jointly and severally liable for the debts of the company. Where a company increases its registered capital, it shall apply for registration of change within 30 days from the date of making the resolution or decision on change. Where a company reduces its registered capital, it shall apply for registration of change after 45 days from the date of announcement, and submit the relevant certificates of the company's announcement of the reduction of registered capital in newspapers and the explanation of the company's debt settlement or debt guarantee. After clearing up the company's property, preparing the balance sheet and property list, the liquidation group shall formulate the liquidation plan and report it to the shareholders' meeting, shareholders' meeting or the people's court for confirmation. After paying the liquidation expenses, employees' wages, social insurance expenses and statutory compensation, paying the taxes owed and paying off the debts of the company, the remaining property of the company shall be distributed by the limited liability company according to the proportion of shareholders' capital contribution, and by the joint stock limited company according to the proportion of shares held by shareholders. During the liquidation of the company's property, the company shall survive, but shall not carry out business activities unrelated to liquidation. The company's property shall not be distributed to shareholders before it is paid off in accordance with the provisions of the preceding paragraph.
legal ground
Article 20 of the Company Law of People's Republic of China (PRC) Company shall abide by laws, administrative regulations and articles of association, exercise their rights according to law, and shall not abuse their rights to harm the interests of the company or other shareholders; The company's independent legal person status and the limited liability of shareholders shall not be abused to harm the interests of the company's creditors. Shareholders of a company who abuse their rights and cause losses to the company or other shareholders shall be liable for compensation according to law. Shareholders of a company who abuse the independent status of a company as a legal person and the limited liability of shareholders to evade debts and seriously damage the interests of creditors of the company shall be jointly and severally liable for the debts of the company.