A wholly-owned subsidiary refers to a company with only one corporate shareholders, which is wholly owned or controlled by the only parent company, and the shares of the parent company account for 65,438+000% of the subsidiary. Although subsidiaries are actually controlled by the parent company, restricted and managed by the parent company in many aspects, and some of them are actually similar to the branches of the parent company, legally speaking, subsidiaries belong to independent legal persons, engage in business activities in their own names and independently bear civil liabilities. The subsidiary and the parent company shall bear their respective responsibilities to the extent of their own property and shall not be related to each other. If a wholly-owned subsidiary operates illegally, but it has nothing to do with the parent company after investigation, then the parent company does not have to bear any responsibility. A wholly-owned subsidiary has the status of an independent litigation subject and can bear the responsibility independently. However, if the parent company guarantees the wholly-owned subsidiary, it will bear corresponding responsibilities. The legal basis is Article 14 of the Company Law: Branches and subsidiaries may set up branches. The establishment of a branch company shall apply to the company registration authority for registration and obtain a business license. A branch company does not have legal person status, and its civil liability shall be borne by the company. A company may set up subsidiaries, which have legal personality and independently bear civil liabilities according to law. The legal basis is Article 14 of the Company Law: Branches and subsidiaries may set up branches. The establishment of a branch company shall apply to the company registration authority for registration and obtain a business license. A branch company does not have legal person status, and its civil liability shall be borne by the company. A company may set up subsidiaries, which have legal personality and independently bear civil liabilities according to law.
Legal objectivity:
Article 23 Conditions for the establishment of a limited liability company The establishment of a limited liability company shall meet the following conditions: (1) The number of shareholders shall reach a quorum; (2) The capital contribution subscribed by all shareholders in accordance with the Articles of Association; (3) Shareholders * * * agree to formulate the Articles of Association; (4) Having a company name and establishing an organization meeting the requirements of a limited liability company; (5) Having a company domicile. Article 76 Conditions for the establishment of a joint stock limited company To establish a joint stock limited company, the following conditions shall be met: (1) The promoters meet the quorum; (2) It has the total amount of capital subscribed or paid-in by all promoters in accordance with the articles of association; (3) The issuance and offering of shares comply with the law; (4) The promoters shall formulate articles of association, which shall be adopted by the founding meeting; (5) Having a company name and establishing an organization meeting the requirements of a joint stock limited company; (6) Having a company domicile.