Disregard Of Corporate Personality Deny

The system of disregarding the corporate personality has been in a controversy since it came into beings. Nowadays, more and more scholars advocate this system and suggested that China should introduce it. While the value of this system is given prominence to, problems concealed were in lack of demonstration. If we transplant this system without sufficient analysis in its problem, injure caused by introduction of this system to existing legal system would be inestimable. Thus, author of this dissertation try to air her opinion on this system from a negative aspect, wishing it could make some contribution to the argumentation of this system.According to the study of author, there are five problems of the theory of disregarding the corporate personality. First is the incompatibility of its name with its nature. The name of this system means disregarding the corporate personality while its nature aims at disregarding share holder's limited liability. The incompatibility of its name with its nature may result in confusion of the share holder's limited liability with corporate personality. Secondly, theoretical rationality of this system is in doubt. This system purports to protect the interest of the creditor of the corporate in purpose of perfecting the system of limited liability. However, because of ignorance the equity and justice to the share holder, this system could not make up the limitation of the system of limited liability, but cause greater injury to it. Thirdly, in practice, this system is lack of maneuverability because of its obscure conception, what's more, China belongs to Continental Law Family which is far different from the Common Law Family therefore the problem of lack of judicial ground would occur when introducing this system from countries of Common Law Family. Fourthly, from the aspects of foreign legislation and judicature, countries of Common Law Family is cautious to apply this system and countries of Continental Law Family which introduce this system in early time still restrict its scope of application. Lastly, the necessity of this system is also in doubt, since the problem arise from the share holder's abusing the corporate personality can be solved in existing legal system, for instance, by invoking the system of null and void civil acts and changeable or revocable civil acts and making directors of corporate be subject of liability. Whereas problems in theory and practice, the value of the system of disregarding the corporate personality is worth being denied.This dissertation adopted methodology of historical research and comparative analysis, discussed the rationality, maneuverability and necessity of this system, and made comments on this system by taking China present situation into account, with the hope that the academe may view the transplantation of the system of disregarding the corporate personality from a view of more cautious aspect.