Research On Disregard Of Corporate Personality System

Disregard of corporate personality system is regard to the situation if themalicious shareholders abuse separate entity of the company and liability ofshareholders which makes great damages to the creditors,the malicious shareholdersshould bear joint liability.This article aims to analyze the disregard of corporatepersonality system,through researching on the development of this system betweencommon law system and civil law system countries,and try to give some suggestionsfor China corporation law.This article is divided into five parts:In chapter one,it is the summary of disregard of corporate personality system. Thispart will introduce the definition and connotation of this system,summarize thesubstantive characters of this system and value of this system.In chapter two, this part tries to comparative analyze the development of disregardof corporate personality system between civil law countries and common law countries.It will take America, England, Germany and Japan for example. At last, take China’spractice of this system into consideration, this part will try to find some enlightenmentfor China’s development.In chapter three, this part will introduce the application scope and constitutiverequirements of this system. It tries to analyze the application scope in three parts,which are traditional application scope, the application scope of one-man company andextensive application occasions. The constitutive requirements include subject, behaviorand result.In chapter four, it will analyze and discuss the applicable standard of disregard ofcorporate personality system. The standards include four situations: confusion ofpersonality, insufficient capital, over control the company and human-bodylizition ofthe company.In chapter five, this part tries to find the problems and deficiency of disregard ofcorporate personality system in China’s development and give some suggestions. Forexample, evidence, the enlarging interpretation of “shareholder” as the subject, if thecourt can directly use the disregard of corporate personality system without theapplication of the party, and so on.