Research On Application And Complement Of The Disregard Of Corporate Personality

After the new corporate law was carried out, the disregard of corporate personality affected greatly on the deficiency of corporate personality dependence, but had lots of problems in application. This paper deeply demonstrated the application circumstances of disregard of corporate personality in detail, analyzed the existing problems and difficulties in our country and put forward legislation propose and complement suggestions to improve the perfect and development of the law.There are three parts in this paper. Firstly, using positive analysis method analyzed the classic case of shareholders abuse of limited liability and explained the reason of law produced. The law in existence excessively emphasized the limited liability of shareholders but was lack of according supervision of rights. These resulted in abuse phenomena, but the phenomena contravened fairness and justice of law. So, to adjust the balance, the disregard of corporate personality was appeared. The law is not the deny of corporate personality but the beneficial complement.In the second part, application circumstances of the disregard of corporate personality in our country were analyzed and existing problems were put forward. In this paper, the law has regulations but they were principled and hard to be carried out. In practice, because of the judicial quality absence of law-workers, they are hardly to apply the law strictly. Counting the lack of according laws, abuse circumstances in the law application in our country were observed.At last, to the existing problems in application of the disregard of corporate personality in our country, use advanced experience abroad, put forward complement suggestions for law and practice aspects. In law aspect, add social public benefits in protection part of the disregard of corporate personality to strengthen corporation social duty; introduce theory items of "creditor's rights subordination" from the USA, fill blankets of benefit protection of creditor from tributary corporations in our country. In practice aspect, classify application circumstances; exert active effects of classic cases. At same time, increase career quality of judges, build special trial people who understanding market and familiar with corporate law. By the accumulation of practical experience and theory, the disregard of corporate personality in our country can be complemented.