Reach On The Duty Allocation Of Limited Liability Company Which Guarantees For Shareholders

The guarantee that Corporation Limited tendered for its shareholders is a specialkind of guarantee. In this paper, we set out to analyze a case which has judged by agrass-roots court. And our empirical analysis is based on the relevant provisions ofContract Law of the People’s Republic of China, The Guarantee Law of the People’sRepublic of China, Company Law of the People’s Republic of China. This article isdivided into four parts; the first part introduces the background of this case. The secondpart analysis the reasons that the Corporation Limited guarantees is invalid in this case.Based on the second part we discussed the contract parties’ faults and responsibility in thethird part. The fourth part is epilogue, is a summary of the full text. And it is not only goagainst Corporation Limited ’ independent legal personality, but also unfavorable to guidethe shareholder behavior.This paper argues that shareholders should shoulder more responsibilities if theresponsibilities if the Corporation Limited provide invalid guarantee for them. However,follow the existing regulations, to judge the contract parties that assumption of CivilLiabilities is too simple, and it make unfair for the Corporation Limited. This paper hopesto provide reference by the analysis of this case. So as to explore a more fair andreasonable responsibility distribution system when deal with the similar case.