股东有限责任被公认为是现代公司的基本特征 ,它使公司责任与股东责任相分离 ,使公司真正实现了人格独立 ,更被学者们称为现代公司法的奠基石。虽然股东有限责任制度具有减少和转移投资风险、鼓励投资、推动经营管理体制变革和优化资源配置等重要价值 ,但是它也有与生俱来的缺陷。我们不能从股东有限责任制度的缺陷中得出取消股东有限责任制度的结论 ,也不能以之动摇股东有限责任作为公司法基本原则的重要地位。我们能够做的有意义的事情是努力通过各种措施完善股东有限责任制度、弥补股东有限责任制度的缺陷 ,兴其利而避其害 The limited liability of the shareholders is recognized as the basic characteristic of the modern company. It separates the corporate responsibility from the shareholder responsibility, and realizes the company’s independent personality. It is also the cornerstone of what scholars call the modern company law. Although the limited liability system has the important value of reducing and transferring investment risks, encouraging investment, promoting the reform of management system and optimizing the allocation of resources, it also has inherent defects. We can not draw the conclusion of canceling the limited liability system of shareholders from the defects of the limited liability system of shareholders, nor can we shake the important position of the limited liability of shareholders as the basic principle of company law. The significant things we can do are to work hard to improve the system of shareholders ’limited liability through various measures to make up for the shortcomings of the system of shareholders’ limited liability,