Researching On The Obligation Of The Contract Signed In The Process Of Setting Up A Corporation

In the process of setting up a corporation, the initiators sign a series ofcontracts for the establishment of a corporation. These contracts which contain themost of matters play a vital role on setting up a corporation. The commitment ofliabilities of these contracts has a great influence on the initiators、 thepre-incorporation and the creditors. How does the responsibility distributioninfluence the enthusiasm of the initiators and the risk of setting up a corporation.There are no specific legislation provisions about the commitment of liabilities inour contrary. The supreme people’s court provides some advices on how to applythe company law to the some issues(hereinafter referred to as "the3th judicialinterpretation of the company law").But the judicial interpretation has still norelevant provisions about the concept of initiators and pre-incorporation、the legalstatus of initiators and pre-incorporation. It is quite necessary for us to analyze anddiscuss the relevant questions on the commitment of liabilities of the contracts.There are four chapters in this article to analyze the commitment of liabilitiesof the contracts. Chapter one draws forth the questions which exist in our court’sjudgment through one court case. It is that the concept of initiators is not quitedistinct, and, the legal status of the pre-incorporation is indeterminacy. In view ofthe questions existing above, chapter two defines the concept of initiators and thelegal status of the pre-incorporation with all legislative cases and scholars points ofviewing. Meanwhile, Chapter two discusses the relations between thepre-incorporation and the initiators or the corporation. Chapter three classifies allthe contracts based on the purpose and the name of main body which is used byinitiators when signing a relevant contract. Chapter four firstly analyses thecommitment of liabilities of different types of contracts when the corporation issetting up successfully. Secondly analyzes the commitment of liabilities of allcontracts when the initiators fail to set up a corporation. Finally, the article collects views above and draws myself insights on the commitment of liabilities ofcontracts.