In the age of barbarism when everything was ruled by divine right , civil subject at law , including natural person and deities , actually was in a situation where natural persons subjected to duties . when deities were excluded from category of civil subject in civil law , civil subject emerged in hierarchy in times during which supremacy of state power was maintained over a long period of time . according to inherent and inextricable one held , civil subject enjoyed has rights and carried out his commitments 正文分为五个部分：第一部分为民事主体认定标准的反思：对我国法学界就民事主体确认标准问题上的两种传统做法(即“通常定义”标准和权利能力、行为能力或责任能力标准)进行了评析，认为“通常定义”用语不准确，且存在逻辑上不符合事实的弊端；且法律上所谓能力，是指在法的世界中作为法的主体进行活动，所应具备的地位或资格。
Corporation , as the major and most active civil subject in this modern economic society , just like a lively natural person , has its own process of emerging , growing declining and finally disappearing . their capacities of surviving are greatly different among each company . some stronger ones operate well for hundreds of years , while some may have to terminate only after years or ever days . the termination of a company may have great impact on the rights and benefits of its share holders , debtees , debtors and employers , so the company should properly deal with all there interests after terminating , ending its rights and obligations with other subjects so as to protect the peaceful order of the economic society . but as a civil subject in law , corporation has its way of obtaining the capacity of rights greatly different from that of a natural person , as a result a company shall have a different liquidation process after termination comparing to the process for a natural person after his / her death . at present , many defects exist in china ’ s corporation legal system , including the system of company liquidation . the regulations in corporation law are too few and abstract which can not guide the company liquidation activities in reality , seriously destroying the normal economic order of social life 公司生存的强弱之分有着十分巨大的差距,有的公司已存续百年仍生机勃勃而不见颓势,有的公司成立不过数日或几年就不得不终止。公司的终止会对公司股东、公司的债权人、债务人以及公司的职员的利益产生重大影响,公司在终止之必须对各种相关利益进行妥善安排,将公司与相关主体之间的权利义务归于消灭,以维护社会经济生活的平稳秩序。但由于公司作为法律拟制的民事主体,其取得权利能力的方式与自然人有着迥然的差异,这就决定了公司在终止时应当进行与自然人死亡后迥然不同的清算程序。
