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Chapter 10. Liability Issues in Companies
The fundamental principle of the Russian corporate law is the principle of limited property liability of corporation under which the corporation is responsible for its obligations with all its property, and its shareholders shall bear the risk of losses in the value of their shares (Clause 1 of Article 56 of the Civil Code of the Russian Federation, hereinafter -Civil Code). According to p. 2, Art. 56 of the Civil Code, the shareholders are not liable for the debts of the corporation, and the corporation is not liable for the debts of its shareholders, except as provided by law. This general rule is specified into p. 2, Art. 67.3 of the Civil Code, which states that subsidiary is not liable for the debts of the parent company and defines the exceptional cases in which the parent company can be held liable for the obligations of the subsidiary.