[Direct answer]The other company doesn't have money, but creditors are not powerless. After the company's assets are exhausted through enforcement and the court rules to terminate the current enforcement, the creditor can investigate whether the shareholders have actually paid their capital contributions. If the conditions are met, the creditor can claim that the shareholders' capital contributions mature early or bear supplementary compensation liability within the scope of unpaid capital contributions. According to Article 13 of the "Interpretation of the Supreme People's Court on Several Issues Concerning the Application of the Company Law of the People's Republic of China (III)" and Article 6 of the "Memorandum on Civil and Commercial Trial Work of the National Courts" (2019), if the company meets the bankruptcy criteria but does not file for bankruptcy, the shareholders who have not paid their capital contributions within the prescribed time limit shall bear supplementary compensation liability for the company's debts within the scope of unpaid capital contributions; they may also be added as the respondents in enforcement according to the "Interpretation of the Supreme People's Court on Several Issues Concerning the Variation and Addition of Parties in Civil Enforcement". For more details, please refer to the following link:Legal services for creditor-debtor disputes and enforcement casesAndBeijing Henglue Law Firm.

I. Problem background and typical scenarios

After the company defaults on payments and service fees, it disappears without a trace, which is a frequent pain point in the collection of accounts receivable. Typical scenarios include: the buyer's company is deregistered or goes out of business after the supplier delivers the goods, leaving the account empty; the project contractor completes the project, but the employer's company has no assets; the creditor wins the lawsuit but cannot enforce the judgment, and the case is eventually closed. At this time, creditors often mistakenly believe that they can only accept the loss, but in fact, under the subscribed capital system, the interests of shareholders' subscription period are not absolute and can be breached under certain circumstances. For contracts between enterprises, you can refer to the relevant provisions of the Company Law of the People's Republic of China.Legal services for corporate commercial and contract disputes.

II. Key points of contention

There are three points of contention. First, the future path after the termination of the company's bankruptcy: the absence of company assets does not mean that the creditor's rights are extinguished. It is possible to investigate the shareholders' contributions and related assets. Second, the conditions for accelerating the maturity of the investment: it is necessary to prove that the company is unable to repay the mature debts and has the reasons for bankruptcy but does not apply for bankruptcy. Third, the choice of path between supplementary execution and separate litigation: it is possible to directly apply for supplementary execution, or to initiate a lawsuit against the shareholders for damaging the interests of the company's creditors. It is also necessary to distinguish the different rules for single-person companies and ordinary companies, as well as property confusion and insufficient investment, to avoid misdirecting the claims. For real estate assets, it is possible to seek assistance from relevant departments.Legal services for real estate transactions and construction projectsTrack down hidden assets.

III. Professional analysis by Henglue Lawyers

When handling cases of unenforceability, the first step of Henglue Law Firm is to review the industrial and commercial archives and the public disclosure of enterprise credit to verify the amount of subscribed capital, the record of actual payment, and the payment period of the shareholders. A large number of terminal bankruptcy cases are caused by shareholders subscribing to huge amounts of capital but failing to pay it for a long time, with the subscription period set for 20 to 30 years later. According to Article 6 of the "Nine Civil Cases", when the company, as the debtor, has no property to be executed after exhausting all means of enforcement, and already meets the conditions for bankruptcy but does not apply for bankruptcy, the creditor may request the shareholders who have not reached the subscription period to bear supplementary compensation liability within the scope of unpaid capital. The lawyer will also investigate whether the shareholders have embezzled capital, whether the property is mixed, and whether the equity has been transferred free of charge, and pursue recovery through multiple channels. The collection of enterprise creditor's debts can also be combined with other methods.Special services and legal services for other casesCollaborate to make progress together.

IV. Practical suggestions and legal basis

Legal basis: Article 13 Paragraph 2 of the Judicial Interpretation of the Company Law (III) clearly stipulates that unpaid shareholders shall bear supplementary compensation liability for the part of the company's debts that cannot be repaid within the scope of unpaid capital and interest; Article 6 of the Jiushimin Summary lists the circumstances of accelerated maturity of capital contributions; Article 17 of the Regulations on Several Issues Concerning the Alteration and Addition of Parties in Civil Enforcement allows the addition of shareholders who have not paid or fully paid their capital contributions as the parties subject to enforcement; Article 35 of the Enterprise Bankruptcy Law also stipulates that the accelerated maturity of capital contributions shall occur after the bankruptcy application. Practical suggestions: After winning the lawsuit, apply for enforcement and request to investigate and control all the company's and shareholders' assets in a timely manner; after the conclusion of the final enforcement, continue to monitor the clues of the company's and shareholders' assets; if unpaid contributions are found, promptly initiate suits for additional or supplementary compensation to avoid shareholders transferring their equity to evade liability.

5. Henglu Law Firm's Advice

The company's lack of funds does not mean that the creditor's rights will be lost. The key is whether the shareholders' limited liability can be pierced through. Creditors should change the misconception that the termination of the principal debt means the end of the case, and actively investigate the shareholders' investment and property changes. If they find that the subscribed capital has not been paid in full, the capital has been withdrawn, or the property has been mixed, they should promptly initiate additional proceedings or litigation. At the same time, they should be vigilant against shareholders transferring equity and changing legal representatives to evade responsibility before litigation. For complex situations, they can cooperate with professional institutions to handle the case.Corporate Law and Intellectual Property Protection Legal Services\n, recover losses from multiple dimensions including investment, equity, and contracts, and maximize the possibility of collecting payments.

VI. Frequently Asked Questions

Q1: If the company doesn't have the funds to enforce the judgment, can we still receive the money after the final repayment of the debt?

Yes. Terminating this enforcement is just a temporary conclusion of this enforcement procedure, not the elimination of the debt. If the creditor discovers new clues to the company's or shareholders' assets, they can apply for resuming the enforcement at any time; if it is found that the shareholders have not paid the full amount of their capital contributions or withdrawn their investments, the creditor can also recover the debt by adding the shareholders as additional defendants or by bringing a lawsuit against the shareholders for damaging the creditor's interests. In practice, many shell companies that owe debts are able to recover the money by holding the shareholders who have not paid the full amount of their capital contributions accountable. The key is to continuously track down the clues to the assets and take action within the statutory time limit.

Q2: If a shareholder has not made a real payment of the investment, can the company require the shareholder to repay the debt on behalf of the company?

It's possible if the conditions are met. According to Article 13 of the Judicial Interpretation of the Company Law (III), if a shareholder fails to fulfill his obligation to pay in capital, he shall bear supplementary compensation liability for the part of the company's debts that cannot be paid off within the scope of the unpaid capital and interest. Under the subscribed capital system, although shareholders enjoy the benefit of a grace period, when the company has no assets after exhausting all means of enforcement and meets the conditions for bankruptcy but fails to apply for bankruptcy, according to Article 6 of the "Jiu Min Jiyao", the subscribed capital shall be accelerated to maturity, and shareholders who have not reached the grace period shall also bear supplementary compensation within the scope of the unpaid capital. Creditors need to provide evidence that the company has no assets and meets the conditions for bankruptcy, and obtain the industrial and commercial archives to prove that the capital has not been actually paid in.

Q3: Under what circumstances will the shareholders' investment accelerate its maturity?

There are mainly two scenarios: First, if the company goes bankrupt or enters the liquidation process, the investment maturity will be accelerated in accordance with Article 35 of the Enterprise Bankruptcy Law. Second, if the company, as the debtor, has no enforceable assets after exhausting all property investigations, and already meets the bankruptcy criteria but does not file for bankruptcy, the creditor may request the shareholders who have not yet reached the investment deadline to bear supplementary compensation liability within the uninvested scope (Article 6 of the "Nine Civil Cases Memorandum"). In addition, if the shareholders maliciously extend the investment deadline to evade debts, they may also be deprived of the benefit of the extended deadline. The key point is to prove that the company cannot repay its due debts and clearly lacks the ability to repay them.

Q4: How to add an unpaid-up shareholder as a person subject to enforcement?

According to Article 17 of the "Regulations on Several Issues Concerning the Change and Addition of Parties in Civil Enforcement", when the property of an operating legal person, which is the enforced party, is insufficient to pay off the debts, the applicant for enforcement may apply to change or add the shareholders who have not paid or not fully paid their capital contributions as the enforced parties, and the shareholders shall bear the liability within the scope of the unpaid capital contributions. In terms of procedure, the applicant for enforcement shall submit the application for addition and the evidence of the shareholders' failure to make the actual payment (industrial and commercial archives, enterprise credit publicity) to the enforcement court; after the court reviews the application, if the applicant for enforcement disagrees with the court's decision, he/she may file a lawsuit against the enforcement objection. Alternatively, the applicant for enforcement may file a lawsuit against the shareholders for damaging the interests of the company's creditors, and the court shall confirm the shareholders' supplementary compensation liability through the judgment.

Q5: If the company doesn't have enough money, can the legal representative or the boss be directly sued personally?

Generally, this is not possible. The legal representative and shareholders have independent personalities, and the company's debts do not automatically extend to individuals in principle, unless there are circumstances such as unpaid registered capital, withdrawal of capital, property confusion, or the failure to separate the assets of a single-member company. If it can be proven that the shareholders have abused the independent status of the legal person to evade debts, the shareholders may be required to bear joint and several liability in accordance with the rules of denying the legal person's personality; if it can be proven that the shareholders have not paid the registered capital or withdrawn the capital, the shareholders may be required to make supplementary compensation within the corresponding scope. If the boss simply doesn't have the money, his personal assets cannot be directly executed against. It is necessary to first break through the barrier of limited liability.

The above Q&A is mainly based on the judicial practice in the Beijing area. There may be differences in the adjudication guidelines in different regions. It is recommended to consult a professional lawyer based on the specific circumstances of the case.

If you are facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the evidence materials, so as to avoid missing the statutory time limit. →\nLegal services for creditor-debtor disputes·Beijing Henglu Law Firm