The Research On Reverse Piercing Of The Corporate Veil

China’s Company Law has introduce the theory of the corporate personality or piercing the veil of corporate, which is the first country to expressly for this system in its law. Under most circumstance, it is the creditor of the corporate that bring an action against the shareholders for their abuse of the independent legal person status and limited liability to evade debts, and finally the corporate’s veil is pierced and the shareholder shall bear certain liability. However, in practice, shareholders transfer their own properties to the corporate to evade their own personal debts, such as natural person shareholders transfer his private properties to the corporate or the corporate shareholders transfer properties to its subsidiaries. The result is the successful evasion of debts, the harm of the creditors’interests, and the disorder of market economy. Another problem is that a non-person corporate or corporate owned by the family requests to be immune from the huge sum of debts. Those are burning issues to be solved,and the solution is the reverse piercing of the corporate’s veil.Introduction briefly expounds the origin, research status as well as the research and analysis methods of the problem.Chapter 1 is the system analysis of the basis theory and the legislative authority of the reverse piercing corporate’s veil. Compared to the common law and the civil law, the article managed to conclude that the China’s Company Law has the space to apply this system.Chapter 2 focuses on the constitution of the theory of reversely piercing corporate’s veil from the perspective of its subject requirement, conduce requirement and the consequence requirement. The subject requirement includes the subject of right and liability; the conduct requirement is 2 aspects; the consequence requirement is elaborated from the consequence of the damage and presumption of fault.Chapter 3 focuses on the space of application of reversely piercing corporate’s veil. Compared to the traditional piercing system, the reverse piercing also don’t set up any restriction. As long as the shareholders abuse the independent personality and limited liability of shareholders to escape their own debt, the system can be applied. The forms of the company include the one-person company, the parent subsidiary company, the associate Company and so on.Chapter 4 focuses on the assumption of liability of reversely piercing corporate’s veil. The article mainly discusses two aspects:the scope and the mode of the assumption of liability.