How is the founder responsible for the debts

The most popular forms of ownership of legal entities engaged in entrepreneurial activity on the territory of the Russian Federation are limited liability companies. The definition of "limited liability" implies the liability of the founders, which will arise in the event of bankruptcy of this legal entity.

Responsibility of the founders for the debts of LLC

The issues of the status of legal entities and their liability for obligations assumed are 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 that the founders have are related to tax arrears, which are regulated by Article 49, Clause 2 of the Tax Code of the Russian Federation.

As follows from the above documents, in the event of the liquidation of a Limited Liability Company, this legal entity must answer for civil obligations and pay off taxes, penalties and fines in full. But, if the Company’s own funds are insufficient, the remaining part of the debt is paid off by the founders in proportion to their shares in the authorized capital. At the same time, debt can be repaid, including personal property of individuals.

According to the main law regulating the activity of LLC - No. 14 - ФЗ "On limited liability companies" dated February 8, 1998, participants are not liable for the debt obligations of the legal entity established by them, and the risk of losses is shared between them within the value of each of their contributions to registered capital. Thus, liability of founders for debt obligations of the Company is excluded, one of the characteristic features of which, as a legal entity, is independent responsibility. It is secured by property owned or operated by this LLC.