Judicial Evaluation Of Disregard Of Corporate Personality In China

Disregard of Corporate Personality corporate system as a supplement, common law countries ease the court case set down by then, gradually recognized in many countries and regions, and to apply for judicial practice, improve, and maintain the market order transaction security and transaction safeguard the interests of creditors and the public to play an active and effective role. In China, through theory and judicial practice, years of discussion, the newly revised "Company Law" Disregard of Corporate Personality eventually (Article 20) made a general requirement in statute form. However, the principle of the rule too, giving judges more discretion, resulting in judicial application of blind obedience and confusion. In this context, the paper I try to practice in the trial of the real case for the entry point handling, combined with theory and the Disregard of Corporate Personality Disregard of Corporate Personality of the historical development of analysis for the system of corporate personality should have denied the physical elements the legal consequences and judicial procedures applicable to the relevant issues and put forward the Improvement of Judicial Disregard of Corporate Personality recommendations for some of the superficial.Besides the introduction, the text is divided into five parts:Part 1 is the case of introduction. This section describes the author's Luomou v. A contractor company, B Company contract dispute. Although the contract dispute case, but the confusion of companies involved in the identification of personality, the court ruled it from the personnel, property, finance, operations and other aspects of comprehensive analysis, finds that A, B personality confuse the two companies there, and ordered the two companies jointly and severally liable for Luomou. This case to some extent reflects the personality of the company denied the status of judicial determination, which leads to the companies discussed in this paper Piercing the application and improvement in the China problem.Part 2 discusses the meaning of corporate personality and China denies the Disregard of Corporate Personality in the history of the development proposed in the judicial application of the system problems. Although the ultimate way of establishing statutory Disregard of Corporate Personality, but the provisions are too principle of justice for many problems still need to be explored and resolved, such as applicable standards, proceedings, the burden of proof, etc., in today's neither a specific legal requirement is also little precedent to the case of judicial practice easily lead to confusion.Part 3 is a combination of this article's case, according to research for our corporate personality should have denied the physical elements of the system, including the main elements, the behavior element, the result elements and causation elements, which include the main elements of the main subjects of rights and responsibilities, including the former creditors and the main body representing the public interest, the latter denied the company personality and need for those responsible; acts on the elements required to implement the corporate abuse of the independent shareholders of limited liability status and behavior, while the shareholders from the objectivist point of view there is the abuse of corporate personality identified malicious; result of the abuse of corporate personality requires elements of the act must cause damage; causation element of the damage is to be a creditor abuse of corporate personality is based on the behavior of the sky. In addition, discusses the Disregard of Corporate Personality in China for the legal consequences of that abuse should be jointly and severally liable, the joint and several liabilities should be joint and several liabilities.Part 4 discusses the Disregard of Corporate Personality in China for procedural justice issues, mainly from the cause of action, the parties and the burden of proof in three aspects. Cause of action should be to the creditor and the legal relationship between the companies to determine the cause of action, while not directly deny the dispute as a corporate personality; the parties, the plaintiff should be creditors of the company, accused of abusing the rights of shareholders should be (the company is of course the defendant); proof responsibility, the difficult problem of proof for the plaintiff, in practice, mainly through reducing the plaintiff's burden of proof and the courts investigate and collect evidence to solve, and can learn from the United States proposed the "two-stage method" to solve; in the standard of proof, and that "higher degree of probability "of this standard.Part 5 is combined with case, put forward a sound system of corporate personality denial of justice for some of the recommendations, one set for the concept of prudence, the second is to improve the quality of judicial personnel, the third is to modify the exiting laws , the four is to regulate the burden of proof.