On The Disregard Of Corporate Personality And Its Use In China

Since the disregarding of corporate personality was first introduced in USA in the early of last century, the legal concept has been widely accepted and rapidly developed in countries of both common law system and continental law system. The legal system of disregarding of corporate personality has caused significant influence across the world. The disregarding of corporate personality means that where the shareholders of a company abuse the corporate personality and infringe the lawful rights and interests of other parties or the public, the court hold the shareholders liable without regard to the corporate personality and the limited liability of the company.First, the thesis defines the concept of disregarding of corporate personality by comparing the different opinions of domestic and foreign scholars. Then the thesis analyzes the cause of disregarding of corporate personality, and identifies it as the inherent defects of absolute dependence of corporate personality and limited liability. For the reference by the Chinese legislative authority to develop the system of disregarding of corporate personality, the thesis introduces the system of disregarding of corporate personality in USA, Great Britain, Germany and Japan. Then, the thesis analyzes the legal basis of disregarding of corporate personality with comparative methods and lists the applicable circumstances of the legal system. Finally, in respect of the new Company Law of People's Republic of China and related regulations, the thesis proposes some suggestions for developing the legal system of disregarding of corporate personality in China.