The most popular forms of ownership of legal entities that carry out entrepreneurial activities on the territory of the Russian Federation are limited liability companies.
The definition of "limited liability" presupposes the responsibility of the founders, which will arise in the event of bankruptcy of this legal entity.
Liability of founders for debts LLC
The status of legal entities and theirResponsibility under the assumed obligations is regulated by the Civil Code of the Russian Federation. Obligations in the civil-law sphere are set forth in this document in sufficient detail, but most of the questions arising from the founders are related to the arrears of tax payments, which are regulated by Article 49, paragraph 2 of the Tax Code of the Russian Federation.
As follows from these documents, in the case ofLiquidation of the Limited Liability Company, this legal entity must respond to civil obligations and pay off debts on taxes, fines and penalties in full. But, if the Company's own funds are insufficient, the remaining part of the debt is extinguished by the founders in proportion to their shares in the authorized capital. At the same time, repayment of debts can occur, including personal property of individuals.
According to the basic law regulatingActivity of LLC - No. 14 - FZ "On Limited Liability Companies" of February 8, 1998, the participants do not meet the debt obligations of the legal entity they founded, and the risk of losses is divided between them within the cost of each of them contribution to the authorized capital. Thus, the responsibility of the founders for the debt obligations of the Company is excluded, one of the characteristic features of which, as a legal entity, is the independent responsibility. It is provided by property owned or operated by this LLC.
Exceptions provided by law
But there are exceptions, when the founder canDemand to answer for debts, both for tax and for the rest. This can happen if the participant is found guilty, for example, in a deliberate bankruptcy or in actions that led the enterprise to this. But in this case, the collection of evidence corroborating the guilt of the participant or several participants is vested in creditors or tax authorities, those organizations that are interested in having the bankrupt company pay off their debts. In the event that the fault lies with several participants, those who have already left the membership of the company before the bankruptcy or liquidation procedure can be brought to subsidiary responsibility for their debts. In all other cases, the founder will not be liable for the debts of a legal entity.