Hello, the shareholder borrowed money in the name of the company without the resolution of the shareholders' meeting. If a shareholder is not the legal representative of the company, he has no right to borrow money in the name of the company. There are two situations. One is that if the bank knows or should know that shareholders have no right to make loans on behalf of the company, the bank does not constitute goodwill, the loan contract is invalid, and the company does not have to bear the responsibility. On the other hand, if the bank doesn't know or shouldn't know that the shareholders have no right to lend on behalf of the company at the time of loan, the bank is a bona fide third party, and the loan contract is valid, so the company needs to bear the repayment obligation to the bank, and the company can recover from the shareholders after repayment. Shareholders, who are not the legal representatives of the company, borrow money from banks in the name of the company without providing resolutions of the shareholders' meeting. Banks have a reasonable obligation to review this. Now the bank lends money to your company without examination, and your company is at fault. Your company can sue to the court to claim that the loan contract is invalid. The company has no repayment obligation and can only claim repayment from the shareholder. Of course, your company can also choose to ratify it afterwards and admit that the loan contract is valid. The company as a legal person signs a private loan contract with the lender in the name of an individual, and the borrowed money is used for the company's production and operation, and the company bears the repayment obligation, but under normal circumstances, the shareholders of the company do not have to bear the repayment obligation. As an independent legal person, the company is an independent civil subject and has the obligation and ability to bear civil liability. Therefore, if a company as a legal person signs a loan contract with others, the debts incurred shall also be borne by the company, and shareholders need not be liable for compensation. However, under some special circumstances, shareholders shall be jointly and severally liable for the debts incurred by the company.

Legal basis:

General Principles of Civil Law of People's Republic of China (PRC)

Article 38 In accordance with the law or the articles of association of a legal person, the person in charge who exercises functions and powers on behalf of the legal person is the legal representative of the legal person.

Article 43 An enterprise as a legal person shall bear civil liability for the business activities of its legal representative and other staff members.

Paragraph 2 of Article 13 of the Provisions of the Supreme People's Court on the Application of Certain Issues requires shareholders who have not fulfilled their capital contribution obligations or have not fully fulfilled their capital contribution obligations to bear supplementary responsibilities for the outstanding part of the company's debts within the scope of outstanding principal and interest, and the people's court shall support it; Shareholders who fail to perform or fully perform their capital contribution obligations bear the above responsibilities, and if other creditors make the same request, the people's court will not support it.