论设立中公司的责任主体问题认定
发布时间：2019-04-22 15:17
【摘要】：设立中的公司是指,公司成立前为了最终获得可以营利的法人主体资格,而必须经历的向法人过渡的组织形式。公司的设立阶段从发起人协议制定开始至公司正式登记为止。在我国的市场经济中,以设立中公司状态存在的公司很常见。设立中的公司为了设立的目的从事设立行为,其过程中产生一系列的民事关系与民事责任,不仅影响到债权人和社会公众的利益,而且对未来将成立的公司产生影响。由于设立中的公司没有获得法人资格,不具有完全独立的民事主体资格,而该阶段民事责任的归责关系到交易的安全与多方利益的保障,因此公司设立期间产生的民事责任应该由哪些主体来承担就显得非常重要。 本文分四个章节对公司设立中主体责任问题进行讨论,大致的体例如下： 第一章,问题的提出及分析。通过界定设立中公司的存续时间、介绍各种设立行为,引出公司设立期间责任主体不明的原因,并且分析得出设立中公司的责任相关主体包括：成立后的公司、设立中的公司、发起人。另外在本章中,简单分析成立后的公司的民事责任归责问题。 第二章,“设立中公司”的法律性质与责任承担。通过介绍分析“设立中公词”的法律地位与权利义务,分析出“设立中公司”在公司成立以以及公司无法成立两种情况下的归责情况. 第三章，发起人的法律性质与责任承担，根据发起人在公司设立阶段的法律性质，区分发起人在公司成立后以及公司无法成立两种情况下的归责情况。 第四章.我国立法中的问题及建议。根据前三章的分析，最终归纳出对于目前中国《公司法以及司法解释对于公司设立中主体责任归责的一些建议
[Abstract]:A company in the process of establishment refers to the organizational form of transition to a legal person before the establishment of a company in order to finally obtain the status of a profitable legal person. The establishment stage of the company starts from the establishment of the sponsor agreement to the official registration of the company. In China's market economy, it is very common to establish a company in the state of existence. In order to set up a company, it produces a series of civil relations and civil liability, which not only affects the interests of creditors and the public, but also affects the company to be set up in the future. Because the company being set up has not obtained the legal person qualification, does not have the completely independent civil subject qualification, and this stage civil liability imputation is related to the transaction safety and the multi-party benefit protection, Therefore, it is very important to which subjects should bear the civil liability arising during the establishment of the company. This paper is divided into four chapters to discuss the subject liability in the establishment of the company, the general style is as follows: chapter one, the problem is raised and analyzed. Through defining the existence time of the company in the establishment, introducing all kinds of establishment behavior, leading to the reasons why the responsibility subject is unknown during the establishment period of the company, and analyzing the related main body of the responsibility of the company in the establishment, including the company after establishment, the company in the establishment, and the company in the process of establishment. Promoter. In addition, in this chapter, a simple analysis of the establishment of the civil liability of the company. The second chapter is about the legal nature and liability of the company in the process of establishment. By introducing and analyzing the legal status, rights and obligations of "establishing a public word", this paper analyzes the imputation of "established company" under the circumstances of the establishment of a company and the inability of the company to set up a company. The third chapter, the legal nature and liability of the sponsor, according to the legal nature of the sponsor in the establishment stage of the company, distinguish the sponsors after the establishment of the company and the company can not be established under the two circumstances of imputation. Chapter IV銆，
本文编号：2462945
[Abstract]:A company in the process of establishment refers to the organizational form of transition to a legal person before the establishment of a company in order to finally obtain the status of a profitable legal person. The establishment stage of the company starts from the establishment of the sponsor agreement to the official registration of the company. In China's market economy, it is very common to establish a company in the state of existence. In order to set up a company, it produces a series of civil relations and civil liability, which not only affects the interests of creditors and the public, but also affects the company to be set up in the future. Because the company being set up has not obtained the legal person qualification, does not have the completely independent civil subject qualification, and this stage civil liability imputation is related to the transaction safety and the multi-party benefit protection, Therefore, it is very important to which subjects should bear the civil liability arising during the establishment of the company. This paper is divided into four chapters to discuss the subject liability in the establishment of the company, the general style is as follows: chapter one, the problem is raised and analyzed. Through defining the existence time of the company in the establishment, introducing all kinds of establishment behavior, leading to the reasons why the responsibility subject is unknown during the establishment period of the company, and analyzing the related main body of the responsibility of the company in the establishment, including the company after establishment, the company in the establishment, and the company in the process of establishment. Promoter. In addition, in this chapter, a simple analysis of the establishment of the civil liability of the company. The second chapter is about the legal nature and liability of the company in the process of establishment. By introducing and analyzing the legal status, rights and obligations of "establishing a public word", this paper analyzes the imputation of "established company" under the circumstances of the establishment of a company and the inability of the company to set up a company. The third chapter, the legal nature and liability of the sponsor, according to the legal nature of the sponsor in the establishment stage of the company, distinguish the sponsors after the establishment of the company and the company can not be established under the two circumstances of imputation. Chapter IV銆，
本文编号：2462945
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