1. Creditors may apply to the court for liquidation. According to the laws of our country, if a company has reasons for dissolution, it shall set up a liquidation group within 15 days from the date when the reasons for dissolution appear, and carry out liquidation on its own. If the liquidation is not carried out within the time limit, or the liquidation group is set up but deliberately delayed, or the illegal liquidation may seriously harm the interests of creditors, the creditors may apply to the court for liquidation. 2. Creditors may require shareholders to bear joint and several liabilities. (1) If the shareholders or actual controllers fail to set up a liquidation group to conduct liquidation within the statutory time limit, resulting in depreciation, loss, damage or loss of the company's property, the creditors may claim that the shareholders or actual controllers are liable for the company's debts within the scope of the losses caused; (2) If the shareholders or actual controllers are slow to perform their obligations, resulting in the loss of the company's main property, account books, important documents, etc., and liquidation is impossible, the creditors may claim that the shareholders or actual controllers are liable for the company's debts. (3) After the dissolution of the company, if a shareholder or actual controller maliciously disposes of the company's property, or defrauds the company registration authority of cancellation of registration with a false liquidation report without liquidation, the creditor may claim that the shareholder or actual controller shall bear corresponding liability for compensation for the company's debts. (4) If the company fails to liquidate due to cancellation of registration without liquidation, the creditor may claim that the shareholders or actual controllers are liable for the debts of the company. (5) If a company cancels its registration according to law without liquidation, and when the company registration authority cancels its registration, the shareholder or a third party promises to be liable for the company's debts, the creditor may claim to be liable for the company's debts.
Legal basis:
People's Republic of China (PRC) Civil Code
Article 60 A legal person shall bear civil liability independently with all its property.
Article 532 After the contract comes into effect, the parties may not fail to perform their contractual obligations because of the change of name or legal representative, responsible person or contractor.
Derivative problem:
What about the debt after the cancellation of the company?
There are several ways to repay the company's debts after cancellation, and the repayment method is different in each case. As follows: 1, the company's registered capital is not in place, its capital contribution is insufficient (false capital contribution), and its registered capital is falsely reported. Where the registered capital actually in place fails to meet the minimum requirements of the Company Law for the registered capital of the company and fails to produce the legal person status of the company according to law, the shareholders shall bear joint and several liabilities (that is, both the company and the shareholders shall bear the responsibilities); Where the registered capital actually paid in place meets the minimum requirements of the Company Law for the registered capital of the company, the difference shall be borne by the shareholders. 2. Shareholders fled the company's assets, resulting in insufficient performance ability of the company. Shareholders shall be jointly and severally liable for the company's debts within the scope of withdrawing the company's assets. Joint liability here means that the company is responsible for the company's debts, and shareholders are also responsible for the company's debts within the scope of withdrawing the company's assets. 3. There is only one substantial shareholder of the company, and the remaining shareholders are only nominal shareholders or fictitious shareholders. The substantive shareholders of the company shall bear unlimited liability for the company's debts, and the nominal shareholders shall be liable for compensation for the company's debts. It is difficult to distinguish a company from its shareholders or a company from other companies. Because of the following circumstances, it is difficult to distinguish between the company and its shareholders or between the company and other companies, and the controlling shareholder is jointly and severally liable for the company's debts (joint liability means that both shareholders and the company are liable): (1) The company's interests and shareholders' profits are not distinguished, resulting in serious confusion in the financial accounts of both parties; (2) The funds of the company and shareholders are mixed and the same account is used continuously; (3) The business between the company and shareholders continues to be chaotic, and the specific trading behaviors, trading methods and trading prices are dominated or manipulated by the same controlling shareholder.