Do not agree to be a company’s nominal legal representative or lend your identity for incorporation
China’s Company Law treats the legal representative as a director or manager who actually conducts company affairs. A nominal title is not automatic immunity. The company may initially pay for harm caused in the representative’s duties and then seek recovery from a representative who was at fault. If you already hold the role, the law provides a resignation route and requires the company to designate a replacement within 30 days.
What it takes
Nothing. Decline requests to “just put your name down—you will not have to do anything.”
What you may gain
Under the Company Law effective July 2024, the legal representative must be a director or manager who carries out company affairs. The company bears liability for harm caused while the representative performs duties, with recourse against a representative who was at fault. Directors and senior managers owe loyalty and diligence duties. Where their conduct in office causes harm and involves intent or gross negligence, personal liability can also arise. Merely saying “I was only a name on paper” does not itself answer those legal duties.
Context & considerations
The cited Company Law establishes responsibility. Other frequently reported consequences include consumption restrictions when a company faces enforcement and involvement in tax or administrative matters. Those arise under other rules whose original texts were not verified here, supporting the B grade. If already registered as representative, use the lawful resignation procedure; the company must identify a successor within 30 days.
Research & references
Standing Committee of the National People’s Congress (2023). Revised Company Law, Articles 10, 11, 180, and 191. https://www.gov.cn/yaowen/liebiao/202312/content_6923395.htm.