Legal analysis
According to relevant laws and regulations, shareholders refer to individuals or units that bear limited or unlimited liabilities for the debts of joint-stock companies and enjoy dividends and bonuses by holding shares. Shareholders who subscribe for shares from joint-stock companies have certain rights and obligations. If the enterprise fails to repay the loan, and the enterprise is a limited liability company or a joint stock limited company, the shareholders shall bear limited liability with their share of capital contribution. If the shareholders have fully contributed their capital according to the shareholders' agreement, they will not be liable, that is to say, the insolvent shareholders of the company have no obligation to pay off the operating losses. If the shareholder fails to pay the proportion of capital contribution in full before, he/she needs to make up the capital contribution according to the regulations, and he/she is not required to bear the debt liability after making up. If the enterprise is a partnership, then the shareholders need to bear the repayment responsibility. Unlimited repayment liability means that if the assets of the enterprise are insufficient to repay the debts of the enterprise, the personal assets of the shareholders will be added to pay off the debts of the enterprise. Sometimes, although the loan is made in the name of an enterprise, the lending institution will add a legal person or shareholder as a guarantor. If a shareholder makes a guarantee in the process of enterprise loan, he must bear the guarantee responsibility. If the enterprise can't repay the loan normally, the shareholders who make the guarantee must bear the repayment responsibility. Therefore, whether the shareholders bear the responsibility of corporate loans depends on the situation.
legal ground
Article 2 of the Law of People's Republic of China (PRC) on Partnership Enterprises The term "partnership enterprises" as mentioned in this Law refers to general partnership enterprises and limited partnership enterprises established by natural persons, legal persons and other organizations within the territory of China in accordance with this Law. A general partnership consists of general partners, who are jointly and severally liable for the debts of the partnership. Where this Law has special provisions on the liability form of general partners, such provisions shall prevail. Limited partnership consists of general partner and limited partner. The general partner shall be jointly and severally liable for the debts of the partnership, and the limited partner shall be liable for the debts of the partnership to the extent of the capital contribution subscribed.
Article 3 of the Company Law of People's Republic of China (PRC) 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.