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How the founder liable for the debts

How the founder liable for the debts

The most popular forms of ownership of legal entities engaged in entrepreneurial activity on the territory of the Russian Federation, is a limited liability company.

The definition of "limited liability" involves the responsibility of founders, which arise in the event of bankruptcy of a legal entity.

The responsibility for the debts of founders LLC

Questions of legal entities and their statusResponsibility of obligations regulated by the Civil Code. Commitments in the area of ​​civil law contained in this document in detail, but most of the issues arising from the founders, concerns debts on tax payments, which are regulated by Article 49, paragraph 2 of the Tax Code.
As can be seen from these documents, in caseElimination of the Limited Liability Company, is a legal person must answer under civil law obligations and to pay off debts on taxes, interest and penalties in full. However, if the Company's own funds not enough, the remaining part of the debt is extinguished by the founders in proportion to their shares in the authorized capital. At the same time debt repayment can occur, including the personal property of individuals.
According to the basic law governingactivities Ltd. - №14 - Federal Law "On Limited Liability Companies", dated February 8, 1998, the participants are not liable for the debt of a legal entity established by them, and the risk of loss is divided between the two to the value of their contribution to the authorized capital.. This eliminates the founders responsible for the debts of the Company, one of the characteristic features of which, as a legal entity, a self-responsibility. It provides property in ownership or operational control of the company.

Exceptions are provided for by law

But there are exceptions, when the founder of the canrequire to answer for debts as for the tax, and the rest. This can occur if the member is found guilty, such as in the deliberate bankruptcy or in the actions that led to this venture. But in this case, the collection of evidence supporting guilt party or several parties, the responsibility of the creditors or the tax authorities, those organizations which are interested to bankrupt society paid off their debts. In the case where the fault lies with a few participants, to vicarious liability for the debts can be held and those who have already come from the company even before it began bankruptcy or liquidation. In all other cases, the founder responsible for the debts of the legal person does not have to.

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