Disregard Of Corporate Personality Research

As two cornerstones of corporation system, Independent Corporate Personality andShareholder Limited Liability play vital roles in social and economic life. However, dueto their inability to establish an effective supervision and restriction mechanism, theylead to abuse of corporate personality and shareholder limited liability system and causethe problem of making compensation for creditors' and public benefit. Therefore, a newdoctrine—Disregarding of Corporate Personality—has been introduced to overcomethese defects from some market-economy countries, such as the United States, Germany,and so on.The doctrine of Disregarding of Corporate Personality was initiated in the U.S.end the late 19th century in the beginning of 20th century. With its basic principles ofjustice, credit, and anti-abuse of rights, it has gradually found its way into othercountries and become an important legal doctrine for Anglo-American Legal Systemand Continental Legal System. As a matter of fact, Disregard of Corporate Personalitymakes complement, rather than total denial, to the traditional corporation's personalitydoctrine. Moreover, it interplays with corporate personality doctrine and contribute tomaintain the independence of corporation and the equilibrium between the shareholdersand the creditors.The doctrine of Disregarding of Corporate Personality has been widely exercisedsince it was introduced. To apply this doctrine, certain conditions must be met.Currently, due to the differences in the legal system, this doctrine is applied variablyamong countries, with different kinds of applicable conditions, situations and extensions.Despite this, it still displays its economic and legal values.Because of its legal values, it is necessary to introduce this doctrine into China.The new Company Law has identified the use of this doctrine in China, but the relevantregulations are still imperfect, and cannot effectively solve the problems onshareholders' abusing independent personality and limited liability system in China.Therefore, practical measures must be taken to improve this system, so as to make surethat its functions can be fully brought into play.This article uses comparative research and value analysis methods and aims toinvestigate and probe into the doctrine of Disregarding of Corporate Personality, hopingthat it could be of some help to the improvement of this doctrine in China. In doing so,this article will be divided into three parts: the first part deals with the introduction ofthe doctrine of Disregarding of Corporate Personality, including its connotation, features,initiation, development and legal foundation. The second part discusses the applicationof this doctrine, including the application of this doctrine in foreign countries, ananalysis of its applicable conditions, values, as well as its significance. The last partprovides some thoughts on the improvement of this doctrine in China, including adiscussion on the necessity of the founding of this doctrine in China, an analysis of itslegislation status quo and deficiencies in China, and suggestions on the improvement ofthis doctrine in China.