Corporate Personality Denied System

The system of the independence of corporate personality is an important part of the modern corporation system. It mostly includes: corporation is a legal entity which has right and disposing capacity independent from its members, and its property is separate from its members', it is liable independently ,and the liability of its members is limited to their investments. Due to the absolutization in idea and system, corporate personality has become a double-blade sword. While developing the economy, it appears unsuited to the purpose in a certain degree. And it both serves as the umbrella of the enterprising and the amulet of the deceitful.Owing to the deviation of benefit, Companies of each country has to balance the benefits scale. There is a measure generated in west nations. This measure can keep the essence of the corporation personality and break through the limited measure of this system. Denial law principle of the corporation personality, also called uncover the veil of corporation, i.e. Under the premise of admitting the corporate personality, it'll deny the corporate personality and shareholders' duties in some particular legal relation, and claim for the liability of the member behind of the corporation members directly, in order to restrict the behavior which abuse the corporate personality and shareholder's limited liability. Although the application of this legal theory appears ignoring corporate personality, uncover piecing the corporation veil, and making the shareholder behind respond for company obligations directly. But analyzing substantially, the result is only a kind of exclusion of shareholder's limited liability , or called exception of that. The presence of exception rule does not aim at wavering or negating the system of shareholder's limited liability, on the contrary, it will vindicate and complement the system.The innate feature of the theory is that: (1) the logic premise of the application is that the company must have independent corporate personality; (2)it only deny corporate personality in particular cases;(3) it's the post remedyof the benefits relation which is out of balance.Since the problem of Denial of Corporate Personality involves in kinds of subjects, it's very difficult to induce the important establishing items. I think that we should hold the points as fellow: (1) the behavior of abusing the corporate personality;(2) the abusing of the corporate personality results in the actual civil damage .(3)There is a causation between the abusing of the corporate personality and the actual civil damage ;(4) the person who abused the corporate personality has subjective malice to evade legal or promissory obligations.It's necessary to analyze the essential qualifications of the operation of denial of the corporate personality carefully. I think: the essential qualifications of subjects involve two aspects: one is the person who abused the corporate personality, the other is the litigant who has the right to prosecute and is applicable for the denial corporation personality because of the damages result from abuse of corporate personality. The operating behavior primarily includes three types: one is the behavior evading legal or promissory obligations with the corporate personality, the other is the behavior that leaves the corporate personality skeleton. The resulting qualification is the damages to others or the society result from the abuse. Two points are emphasized: ) the abusing of the corporate personality results in the damage and there is a direct causation between the abusing of the corporate personality and the damageWhen analyzing the cases which operated the theory, we'll find that one-man company and mother-son company (group of company) account for the biggest proportion. We may also draw the conclusion while analyzing legal theory. Therefore, we must judge carefully analyzing the two types of companies with the theory. As for one-person company, I think that the factors bellow must be considered:(l)Whether the management power, decision power, and pers...