A Discussion Of The One-man Company Disregard Of Corporate Personality

China's "Company Law" in the form of the statute confirms a person's legal status, but one person's analysis should not stop at the legality of level, or rather the unique legal nature should be explored. In view of one-man company simple shareholding structure and lack of internal governance structure ,it is very easy to induce the only one shareholder to use its monopoly to control the company and the abuse of company's independent personality at the expense of congenital defects in the interests of creditors of the company. In this paper, it is based on one-man company and disregard of corporate personality theory, and then through analysis on"the case of Xiamen Power Investment Corporation loan dispute " ,a detailed discussion involving the legal elements of one-man company disregard of corporate personality,the expansion of application, as well as the nature of shareholder and company joint liability.This paper is divided into five parts:The first part leads to cases of "Xiamen Power Investment Company loan dispute," which introduces the case,verdict and dispute.The second part presents the focal dispute point of the case. First,the legal elements of one-man company (which mainly focuses on how the company's personality is denied ); Second, the expansion of application on the one-man company disregard of Personality is dicussed(it mainly focuses on how to identify the defendant Yongchangrong's personality has also been denied Whether the Yongchangrong company should also pay for the Xiyangyang company's debts and liabilities ); third, it makes a analysis on the nature of joint and several liability between the one-man company shareholders and the company itself(which focuses on how to identify the three defendants accountability approach ---firstly to be preceded by Xiyangyang company and then left by Xiemou, Yongchangrong company; or regardless of the order from the trial of three defendants, they all should take responsibility for the plaintiff the power company )The third part presents the dispute and disagreement. First, it makes a discussion on the controversy of the legal elements of disregard of corporate personality, in which a brief description of the "Three Elements Theory","Four Elements Theory" and "Mixed Elements Theory" is involved; Second, it talks about the controversy on the disregard of corporate personality over the scope of application, mainly including "Traditional ApplicationTheory" and "Expansion of Application Theory"; third, the nature of joint and several liability between the shareholders and the company is discussed, which contains a brief description of "Unlimited Joint and Several Liability Theory","Unlimited liability Theory " and "Liability Theory."Part Iv makes a statement of conclusion of the study. First, it gets into the conclusion on the one-man company Personality Elements. The paper firstly puts forward the "Four Elements Theory", specifically including the main elements---the main body (ie, one-man company is legally established and obtains legal personality); the behavioral element (ie, the abusement of independent personality of the one-man company shareholders);the results of elements (one-person company's independent personality of the serious abuse of harm the interests of creditors of the company); the causal element (the abusement of the independent character behavior and the damage caused by a causal relationship)and then conducted a brief assessment on the base of the case. Second, it reaches the conclusions with regard to a one-man company personality . This article agrees " the Expansion Application" and from the aspect of "the Expansion Application " theoretical basis and the meaning of "Sister Company", it denies the basic connotation of personality aspects in the analyzed cases. Thirdly, the conclusion of understanding of the nature of joint and several liability between the one-man company shareholders and the company. This paper suggests that an unlimited joint and several liability should be defined in the joint and several liability.Part V Conclusion.