Research On The Civil Liability For The Corporate Liquidation Obligor

At present, the Bankruptcy Liquidation procedure and the Non-bankruptcyLiquidation procedure are both effective for the Liquidation procedure of China. Inrespect of the Bankruptcy Liquidation procedure, legislation is relatively completeand the theoretical research is also relatively in-depth. However, in respect of theNon-bankruptcy Liquidation procedure, both the legislative aspect and the theoreticalresearch are somewhat weak. There are many issues remaining for further exploration,the significant issue among which is the civil liability for the Corporate LiquidationObligor. Although the Supreme Court of China published the “Provisions forapplication issues of the ‘Company Law of the People’s Republic of China’(II)” in2008, which involved civil liability issue, it still should be further clarified upon thenature and the type of the civil liability for the Corporate Liquidation Obligor.This article leads to the introspection of the civil liability though the explorationof the essential issues about the Corporate Liquidation Obligor, in order to clarify thenature and the tort circumstances for the aforesaid civil liability. Moreover, this articlewill come up with the further rationalized recommendations, according to the existinglegal system of China for the civil liability for the Corporate Liquidation Obligor. Thisarticle mainly divided into four chapters.Chapter I: Overview of the Corporate Liquidation Obligor. Basis on the existingachievement of the theoretical and practical circles, the writer expounds the generalissues of the Corporate Liquidation Obligor in the aspect of the concept, scope ofsubject and the rights and obligations.Chapter II: Comment on the civil liability for the Corporate Liquidation Obligor.In aspect of the legal value and current legislation, the writer comments on the civilliability for the Corporate Liquidation Obligor, which is regard as embodiment of theprinciples of bona fides, balance of interests and procedural justice. However, thelegislative defects lead to the confusion in the theory and practice.Chapter III: Analysis of the civil liability for the Corporate Liquidation Obligor.This chapter connects the conclusion of the foregoing analysis in respect of the civil liability for the Corporate Liquidation Obligor, and divides the aforesaid civil liabilityinto liquidation liability, tortious liability and liability for breach of contract.Furthermore, the writer applies the third party infringement against creditor’s righttheory and the coexistence of debt undertaking theory into the tortious issue to give itreasonable theoretical support. Such innovation makes up the insufficient in respect ofclassification for the civil liability for the Corporate Liquidation Obligor.Chapter IV: Suggestions for legislative improvement in respect of the civilliability for the Corporate Liquidation Obligor. In accordance with the foregoinganalysis, the writer makes suggestions on legislation regard to the civil liability for theCorporate Liquidation Obligor.