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导言在司法实践中,公司因主要财产、账册或者重要文件灭失而清算不能,弱势股东诉控制股东请求返还出资款的案子越来越多。理论界和实务界逐渐认识到公司清算不能时,不仅债权人是受害人,弱势股东的权利也往往会受到侵害,因为在有限责任公司中,控制股东往往掌控着公司的主要财产、账册或者重要文件,当他们卷款潜逃、公司人去楼空、公司财产大量流失时,弱势股东和债权人一样,处于被动的地位,其权利同样容易受到侵害。试举一例说明:2007年7月,A与B成立了某有限责任公司,注册资本为
Introduction In judicial practice, the liquidation of a company due to the loss of major assets, books or important documents can not be handled. The case of a weak shareholder suing the controlling shareholder for the return of capital contribution is more and more. When the theory circles and the practice circles come to realize that the company can not liquidate, not only the creditors are the victims but also the rights of the weak shareholders will often be infringed, because in the limited liability companies, the controlling shareholders often control the company’s main assets, books or important documents When they voluntarily absconded, companies went to the floor and the company lost a great deal of property, the weak shareholders and the creditors were in a passive position and their rights were similarly vulnerable. Give an example: In July 2007, A and B set up a limited liability company with a registered capital of