On The Punishing Company 's Veil System

China’s Company Law has introduced the theory of the denial of the corporation personality, which is the first country to expressly provide for this system in its law. China’s Company Law was revised again in 2013,this revision turned capital paid up system to capital subscribed system, canceled the first phase investment quota and the provision of payment term, simplified matters and documents of company registration. Amendments to these provisions will enable the company to set up more convenient and rapid, reduce the cost of the establishment, help the body to stimulate the market investment enthusiasm and vitality and stimulate domestic demand, improve the economic development of our country’s power and innovation power. At the same time, the relevant amendment of a limited liability company also reduced the established conditions of one person limited liability company, one person limited liability company is becoming more common. One person limited liability company is mainly applicable to the system of piercing the corporate veil, a one person limited liability company is more prone to abuse the limited liability of shareholders and company’s independent personality, so we should further study and improve the system of piercing the corporate veil.The domestic study of piercing the corporate veil system generally use the system to protect the interests of the creditors of the company, the application of the system still belongs to the "traditional puncture", by the creditors of the company as the plaintiff prosecute the people abused the limited liability of shareholders and company’s independent personality, the shareholders that over control of the company shall bear joint and several liability. But in the judicial practice shareholders also will transfer of property to the company at unreasonably low prices or free in order to avoid personal debt, including natural person shareholders or legal person shareholders to transfer private property to companies, and legal person shareholders abuse control power to transfer property in the associate company. The situation can not be solved by "traditional punctured ", "the reverse piercing the corporate veil" can solve the above problems.This paper is divided into five parts. The first part discusses the necessity for the reverse piercing the corporate veil system, from the domestic judicial practice, the foreign judicial experience, system superiority and the system can not be replaced out. The second part respectively discusses the application standard of traditional piercing, internal reverse piercing, external reverse piercing, and makes a comparison. The third part discusses what kind of burden of proof, the internal reverse piercing and external reverse piercing should apply, and the method of bear the responsibility. The fourth part explains China’s predicament in reverse pierce the corporate veil system. External reverse piercing lack legal basis, and the internal reverse piercing lack legal support that protect public interests, and China have not flexible judicial environment and high standards of judges to ensure the realization of justice. The fifth part put forward the related suggestions for the reverse piercing the corporate veil system. Suggestion mainly is suitable for the application of external reverse piercing; establish the legislation is the most important to external reverse piercing.