公司法与商法_Part_C_-_Company_Law分析.ppt

Chapter 22Formation of companies;Article 2 The term company as mentioned in this Law refers to a limited liability company or a joint stock company limited established within the territory of the Peoples Republic of China in accordance with the provisions of this law. 第二条　【调整对象】本法所称公司是指依照本法在中国境内设立的有限责任公司和股份有限公司。 Article 3 A company is an enterprise juridical person, which has independent juridical person property and enjoys the property right of the juridical person. And it shall bear the liabilities for its debts with all its property. As for a limited liability company, the shareholders shall be responsible for the company to the extent of the capital contributions they have paid. As for a joint stock limited company, the shareholders shall be responsible for the company to the extent of the shares they have subscribed to. 第三条　【公司的界定】公司是企业法人，有独立的法人财产，享有法人财产权。公司以其全部财产对公司的债务承担责任。 有限责任公司的股东以其认缴的出资额为限对公司承担责任；股份有限公司的股东以其认购的股份为限对公司承担责任。;Article 58 The provisions of this Section shall apply to the establishment and organizational structure of a one-person limited liability. As for any matter not prescribed in this Section, it shall be subject to the provisions of Sections 1 and 2 of this Chapter. The term one-person limited liability company as mentioned in this Law refers to a limited liability company with only one natural person shareholder or a juridical person shareholder. 第五十八条　【一人有限责任公司的定义、设立、组织机构】一人有限责任公司的设立和组织机构，适用本节规定；本节没有规定的，适用本章第一节、第二节的规定。 本法所称一人有限责任公司，是指只有一个自然人股东或者一个法人股东的有限责任公司。;Article 3 A “limited liability company” or “joint stock limited company” is an enterprise legal person. In the case of a limited liability company, shareholders shall assume liability towards the company to the extent of their respective capital contributions, and the company shall be liable for its debts to the extent of all its assets. In the case of a joint stock limited company, its total capital shall be divided into equal shares, shareholders shall assume liability towards t