Liability Research After Disregard Of Corporate Personality

Disregard of corporate personality refers to a law salvage proposed for the realization of law equity and justice and for the factual inequity and interest imbalance resulting from control shareholder's abuse of corporate legal personality and shareholder limited liability. Its purpose lies in the fact that under the special circumstance of law, the creditor can investigate control shareholder's legal liabilities through the"corporate veil"to make creditor gain more forceful protection. But the new Law of Corporation in our country prescribes that the shareholder of the corporation should undertake joint liability for the corporate debts if he abuses corporate independent legal status and shareholder limited liability to escapes his or her debts so as to do harm to creditor's interest, which completely ignores relative litigant's errors. Investigating control shareholder's joint liability in any circumstances will lead to contradictory in liability theories and will be unfavorable for the interest protection of the corporation and other minority shareholders.The liability after the disregard of corporate personality is characterized that the shareholder, as the third person besides the contract relationship between the corporate and the creditor, bases his liability on tort, but the corporation bases its liability on violating the contract. These are two legal liabilities with totally different nature. Therefore, from common significance, it is non-essential joint liability, not joint liability.The description of liability system after the disregard of corporate personality by new Law of Corporation lacks its reasonability. It is in badly need to define interrelated accusation rules to match the liability system. Therefore, the research on this subject is of profound theoretic and practical significance and it also becomes an extremely urgent demand in theory circle and judicial circle.