A limited liability company refers to a system in which shareholders are liable for the debts of the company only to the extent of the property they have invested in the company. When the company is in debt liability, the shareholders are not directly responsible to the creditors, but the company is liable for the company's debts with all its assets. Shareholders' liability to the company's debts is reflected in their paid-in capital contribution to the company. Shareholders shall no longer be liable for the debts of the company after fulfilling their capital contribution obligations in accordance with relevant laws and the Articles of Association. 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.
1. Who will bear the debts after the bankruptcy of a limited liability company?
1. The bankruptcy debt of a limited liability company shall be borne by the assets of the bankrupt company. If the investor makes false capital contributions, he shall bear the corresponding debts. After the people's court accepts the bankruptcy application, the administrator who has not fully fulfilled the debtor's capital contribution obligation shall require the investor to pay the subscribed capital contribution, which is not limited by the capital contribution period.
2. Legal basis: Article 113th of the Enterprise Bankruptcy Law of the People's Republic of China.
After paying off the bankruptcy expenses and debts first, the bankruptcy property shall be paid off in the following order:
(1) Wages, medical care, disability allowance and pension expenses owed by the bankrupt to employees, basic old-age insurance and basic medical insurance expenses owed to employees' personal accounts, and compensation that should be paid to employees according to laws and administrative regulations;
(2) Social insurance premiums and taxes owed by the bankrupt other than those specified in the preceding paragraph;
(3) Ordinary bankruptcy claims.
If the bankruptcy property is insufficient to pay off the repayment requirements in the same order, it shall be distributed in proportion.
The wages of directors, supervisors and senior managers of bankrupt enterprises shall be calculated according to the average wages of employees of the enterprise.
2. What is the bankruptcy liquidation procedure of a limited company?
1, which means to set up a liquidation group and start liquidation;
2. Notify or announce creditors and register creditor's rights, and creditors declare creditor's rights to the liquidation group;
3. The liquidation group shall clean up the company's property, prepare the balance sheet and property list, and formulate the liquidation plan;
4. Disposal of assets;
5. It is to pay off debts;
6, is the distribution of surplus property;
7. Prepare liquidation report and apply for cancellation of company registration.
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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. 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.