17
2025-09
In a limited liability company, shareholders are liable for the company's debts only to the extent of their subscribed capital contributions. While this principle safeguards shareholders' limited liability, it can also be misused by certain shareholders to evade debts, thereby harming the interests of creditors. In practice, when corporate debt disputes arise involving shareholders who fail to contribute capital as stipulated in the company’s articles of association—whether they contribute only partially or even withdraw their contributions entirely—it often raises the critical question: Can creditors demand that these shareholders assume joint liability alongside the company? Moreover, under what circumstances will courts uphold creditors' claims, allowing them to name these shareholders as co-defendants in debt-collection lawsuits against the company? This article will examine, based on the Company Law and related statutes and judicial interpretations, combined with real-world case examples, the legal grounds for holding non-contributing shareholders accountable, the specific types of liabilities involved, the applicable judicial standards, and the potential risks encountered in practice.
2025-09-17
09
2025-09
Perspective | Qualifying Infringement in Trademark Rights Disputes
General Secretary Xi Jinping delivered an important speech on comprehensively strengthening intellectual property protection while presiding over the 25th collective study session of the 19th Central Political Bureau. The report from the 20th National Congress of the Communist Party of China emphasized, "We must enhance the rule-of-law safeguards for intellectual property rights and establish a foundational system that supports comprehensive innovation." In response, the CPC Central Committee and the State Council jointly issued the "Outline for Building a Country Strong in Intellectual Property (2021–2035)," while the State Council released the "National Plan for Intellectual Property Protection and Utilization during the 14th Five-Year Plan period." Additionally, the General Office of the CPC Central Committee and the General Office of the State Council issued the "Opinions on Strengthening Intellectual Property Protection." These directives and government documents have already laid out a comprehensive top-level design for building and enhancing intellectual property protection. To implement the deployment on intellectual property protection made by the CPC Central Committee and the State Council, local governments and people's courts across the country have also formulated specific guidelines tailored to their respective jurisdictions, such as the "Guiding Opinions of the Jiangsu Provincial Higher People's Court on Implementing the Strictest Judicial Protection of Intellectual Property Rights to Provide Judicial Support for High-Quality Development," the "Revised Guidelines for Handling Civil Disputes Involving Trademark Infringement Cases by the Jiangsu Provincial Higher People's Court," the "Implementation Opinions of the Tianjin Higher People's Court on Strengthening Judicial Protection of Intellectual Property Rights," and the "Opinions of the Guangdong Provincial Higher People's Court on Providing High-Quality Judicial Services to Support High-Quality Development."
2025-09-09
08
2025-09
The new Company Law, effective July 1, 2024, establishes a systematic shareholder forfeiture mechanism. Through Articles 51 to 53, it creates a comprehensive regulatory framework that integrates the board of directors' obligation to verify and urge payment, the shareholder forfeiture procedure, and the directors' liability—forming a unified system. This institutional reform marks a pivotal shift in China's corporate capital system, transitioning from a fully subscribed model to a limited subscription model, while simultaneously strengthening the mechanisms that ensure the adequate capitalization of companies.
2025-09-08
05
2025-09
On July 21, 2025, the State Council officially announced the "Housing Leasing Regulations," which will come into effect on September 15, 2025. This is China's first administrative regulation specifically governing the housing rental market. Based on higher-level laws such as the "Civil Code," the regulations further clarify the rights and obligations of the parties involved in leasing and establish necessary guidance and supervision measures for market entities such as housing rental companies and brokerage agencies. The introduction of these regulations comes at a critical time when China's real estate market is accelerating its transition to a dual system of renting and purchasing. The aim is to provide strong legal protection for the high-quality development of the housing rental market by improving institutional supply. In recent years, the housing rental sector has faced practical issues such as substandard housing conditions, unstable rental relationships, and frequent deposit disputes. The regulations address these challenges by balancing the interests of landlords and tenants, moderately favoring tenant rights, and highlighting a legislative focus on safeguarding people's livelihood. This article will focus on analyzing the allocation of rights and obligations between landlords and tenants under these regulations, aiming to accurately apply the new rules and prevent legal risks.
2025-09-05
03
2025-09
On August 1, 2025, the Supreme People's Court issued the "Interpretation of the Supreme People's Court on Several Issues Concerning the Application of Law in the Trial of Labor Dispute Cases (II)" (hereinafter referred to as "Judicial Interpretation II"), which will come into effect on September 1, 2025. "Judicial Interpretation II" provides detailed provisions on the identification and responsibility of mixed employment labor relationships, recognition of foreign labor relationships, calculation methods and exceptions for double wages in the absence of a written labor contract, recognition of consecutive fixed-term labor contracts signed twice, non-competition restrictions during employment, legal consequences of agreed non-payment of social insurance, among other matters. Some articles essentially fix mainstream judicial views, while others unify controversial judicial standards in practice. The following is the author's article-by-article interpretation of "Judicial Interpretation II."
2025-09-03
03
2025-09
Perspective | Research on Legal Risks of Financing Trade and Its Prevention Mechanisms
Financing trade, as an emerging business practice, plays an important role in promoting capital flow and trade development. However, its complex transaction structures and potential legal risks have also sparked considerable controversy. This article, from a legal perspective, deeply analyzes common models of financing trade and the inherent legal risks, explores response strategies under the current legal framework, and, combined with the latest policy provisions, proposes how enterprises should optimize internal management to prevent risks, aiming to provide useful references for related enterprises and theoretical support for improving relevant legal regulations.
2025-09-03
03
2025-09
Can a registered divorce agreement be revoked? If there are statutory reasons such as fraud, coercion, significant misunderstanding, or gross unfairness at the time of the agreement, both parties may exercise the right of revocation through litigation within the exclusion period. Under certain conditions, creditors may also request the revocation of property division clauses in the divorce agreement, and the scope of revocation must correspond to the extent of the damage caused.
2025-09-03
01
2025-09
On April 27, 2007, Company A and Company B jointly invested to establish Company C. Mr. Sun was appointed by Company A to serve as a director of Company C. According to the company's articles of association, Mr. Sun was elected chairman of the board by the board of directors, becoming the legal representative of Company C. On December 28, 2023, Mr. Sun resigned from Company A, and both parties signed a "Certificate of Termination and Cancellation of Labor Contract." On January 2, 2024, Mr. Sun signed a "Labor Contract" with Company D. From January 2024 to July 2025, Company D paid social insurance for Mr. Sun. After being transferred to a new position at Company D in January 2024, Mr. Sun sent letters to Company C and the two shareholders regarding his resignation and the change of chairman and legal representative of Company C, but received no response. On June 5, 2025, Company A, following legal procedures, organized an extraordinary shareholders' meeting of Company C and passed a resolution agreeing to Mr. Sun's resignation as legal representative and chairman of Company C. However, Company B did not attend the meeting nor vote. Company C refused to process the change of legal representative registration. Having exhausted all internal means to change the legal representative and chairman, Mr. Sun filed a lawsuit against Company C in court on June 30, 2025.
2025-09-01
01
2025-09
The "Measures for the Acceptance, Discounting, and Rediscounting Management of Commercial Bills" provide a conceptual explanation of bill discounting, which refers to the act of the bill holder transferring the bill to an institution qualified for loan business by paying a certain interest before the commercial bill's maturity date. The so-called private discounting, commonly known as "ticket flipping" or "ticket collection," refers to the act of the commercial bill holder selling the bill at a discount to enterprises or individuals without discounting qualifications. This article explores the risks and responsibilities of private discounting of bills from both criminal and civil perspectives.
2025-09-01
29
2025-08
Audiences who have watched "Cold War," "P Storm," or "Infernal Affairs" are likely familiar with scenes like this: an investigator from the Independent Commission Against Corruption (ICAC), dressed in a dark suit, shows their badge and says in a serious tone, "We are the ICAC, please assist with the investigation now." Or in a closed interrogation room, investigators relentlessly question about corruption evidence, with slogans like "Integrity, Honesty, Professionalism" prominently displayed on the wall.
2025-08-29
Zhongcheng Qingtai Jinan Region
Address: Floor 55-57, Jinan China Resources Center, 11111 Jingshi Road, Lixia District, Jinan City, Shandong Province
