Corporation, as the most important economic entity, plays significant role in promoting social life, making wealth, and maintaining social order. Vividly speaking, what a corporation to the society is what a cell to the human body. No modern society would be built, if there is no modern corporation. However, a corporation is not naturally a "cell" to the society. Like a legal status of any human being is based on a certain legal deed, the establishment of any corporation needs the legal deed too----the process of forming corporation. The whole process of forming is based on various deeds of the founders. Therefore, the founders'responsibility in the whole process must be given full attention. The paper logically starts from the role and legal status of the founders during the forming process, and deploys step by step the analysis of the founders'responsibility before and after the establishment of the corporation, and when the establishment of the corporation has failed. The analysis of the founders' responsibility also includes the comparison between China and other countries from civil law system and common law system in respect of theory and legal system of founders'responsibility. Furthermore, the flaws and some problems of China's system and regulations have also been brought up and some suggestions have been given to improve the founders'responsibility system in China. |