Should the shareholders of the sued company bear the responsibility?

Legal analysis

Under normal circumstances, shareholders are not responsible for suing the company. The company is an independent legal person and can bear civil liability independently. The company will be liable for its debts with all its property. If the parties want to sue the company, they can only sue the company, and they cannot ask the shareholders to bear the responsibility. Unless the shareholders are at fault in the lawsuit and need to bear the responsibility for the company's debts, they can only bear the responsibility, and the shareholders will not bear the responsibility. Depending on the circumstances, 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. 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. After the establishment of a joint stock limited company, if the promoters fail to make full capital contribution in accordance with the provisions of the articles of association, they shall repay to other promoters and bear joint liability. When the assets of the company are insufficient to pay off the debts, the creditors may require the shareholders who have not paid their capital contribution or have not paid their capital contribution in full, and other shareholders or promoters at the time of the establishment of the company to bear joint and several liabilities for paying off the debts of the company within the scope of unpaid capital contribution.

legal ground

Article 3 of the Company Law of People's Republic of China (PRC) defines the liability of a company and its shareholders as: a 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 limited liability company shall be liable to the company to the extent of their subscribed shares.