Studies On The Applicable Problems Of Disregard Of Corporate Personality System

Disregard of corporate personality system originated in the States,and it is acknowledged by more and more countries as prejudication or legislation with the improvement of corporate personality.Also,our Corporation Law brings the system into juridical practice as legislation,and this can be of great importance to our civil legislation and civil jurisdiction.Basing on the status quo of China's "Corporation Law" and related legislation,the paper researches the current theory of disregard of corporate personality both at home and abroad,China's "Corporation Law",and part of judicial practice of China's attempts.The paper summarizes and analyzes relevant theory and practice where there lies controversy,and comes up with my own theory and proposition about the procedure problems on adopting such system in judicial practice.The paper consists of introduction,body and conclusion.The body is divided into five parts,namely:studies on suitable cases for disregard of corporate personality system,studies on the application of disregard of corporate personality system in one-man companies,studies on the application of disregard of corporate personality system in parent-subsidiary companies,studies on the application of disregard of corporate personality system in connected transaction,and propositions on improving China' s disregard of corporate personality system.The author' s innovation and achievement:China's "Corporation Law" and relevant laws and regulations of disregard of corporate personality system works only from macroscopic view and thus not operational.Worse still,there is only one law clause to standardize the disregard of corporate personality system in one-man company and scholars are all confined to discussing the theory and implementation issues of disregard of corporate personality system.While in reality there is no law clause to standardize the overall implementation of the disregard of corporate personality system as well as proper adoption of the system by various companies,the academic community has not yet summarized the matter.Take into account of China' s present state of legislation and the situation of theory circle,the writer,premising the independence of corporate personality and limited liability of shareholders, and under the dominant idea setting the applicability of disregard of corporate personality system as an exception,summarized various situations in which such system is applicable.Besides,the writer conducted a detailed analysis especially on one-man companies,parent-subsidiary companies and connected transactions,refined cases applicable for disregard of corporate personality system,and hence to work out an effective solution to operation problems in the practice of such system.