China Denial System Applicable

The company independent personality and the shareholder limitedliability are the company legal person system two big cornerstones.But, when the company shareholders abuse the company personality andthe shareholder limited liability, when harm company creditor benefitand social public interest, must deny the company independentpersonality and the shareholder limited liability, orders behind thecompany the shareholder undertakes the joint and several liability tothe corporate debt, fairly realizes, law of value the justice,This is at for the company law personality denial system significance.Company law personality denial system special occupying is has thecondition to it to company personality temporary the denial, belongsto the standard; Has the independent personality take thecompany as the suitable logical premise, also the suitable scope andthe matter have openness; Involves the legal liability is has theright infringement nature the civil liability, the suitableconsequence is lets abuse the company personality shareholder toundertake the joint and several liability.The our country new revision "Company Law" has established the companylaw personality denial system for the first time by the written lawform. this system suitablly has own characteristic, it must and laststake the company independent personality existence as the premise, thesuitable scope and the matter only are the shareholder abuses thecompany personality to evade the debt, seriously to harm the creditorbenefit and a person of company property confuses the situation;Its suitable legal liability is aims at the company shareholders butthe non- company, the consequence is the shareholder which lets abusethe company personality undertakes the infinite joint and severalliability to the corporate debt. Correctly is suitable this system tohave to grasp it to be suitable the important document, generally saysmust have the main body important document (namely company personalityto abuse person and company law personality denial position), thebehavior important document and the result important document, but aperson of company's personality denial only must have the main bodyimportant document and the behavior important document. The inspection compares US, England. Germany, Japan has therepresentative country about company law personality denial systembeing suitable, our country company law personality denial system alsohas must the further consummation place. Profits from overseas aboutthe company law personality denial system legislation and the judicialexperience, Our country company law personality denial system is suitableregardless of is or all must carry on further thin and theconsummation in the legislation aspect in the judicial aspect, so theside can reasonably utilize this system, effectively displays thissystem the function, prevented willfully abuses this system enable thecompany legal person system to sink into the paralysis.The full text uses the comparison research the method, altogetherdivides four parts approximately 36,000 characters, mainly discussesthe company law personality denial system elementary theory, theoverseas experience profits from, our country company law personalitydenial system is suitable and its the consummation.