Theory On The Application Of The Mixture And Disregard Of Corporate Personality Concerning Affiliated Companies

There are lots of affiliated companies in the present market economy, which provides the newly motivation to the large-scaled globalization to our economy. But the truth is, the law hasn’t made any regulation to the sort of company. So some people just skip the flaw of the law, disabuse the corporate personality, trying to put a veil on the personality, finally to avoid paying the bill and taxes. It’s an urgent question to take legal measures to regulate the behaviors on disregarding of the corporate personality. The thesis is based on the NO.15 guiding case issued by The Supreme People’s Court, discusses the application of the mixture and disregard of corporate personality concerning affiliated enterprises. Then, it combines the traditional system of disregard of corporate personality and the present analyses of the system, denies the items and bases of the guiding case, that is to say, the personality of the affiliated companies can’t suit NO. 20 item rules with regard to the system of disregard of corporate personality of our Company Law. Last but not the least, the thesis discussed the improvement of the system on disregard of corporate personality after combining the related legislation and leading-edge theories, hoping to give some useful suggestion on the system, promoting the development of the economy orderlyThe first part introduces the specific situation of the guiding case, describes the hot issue and current condition of the case, then reviews the judgment made by the court of first instance and second instance, that the affiliated companies should bear the liability severally and jointly, overrules the claim of the shareholder’s burden. Finally gives a brief introduction on the base of the three companies belongs to the affiliated companies, they mix the personality, and also the legal base on their several and joint liability, giving sufficient supports.The second introduces the legal origin of the legal system, the system of the disregard of corporate personality, including the definition, characteristics, and application. Then points out the body of the mixture, the rule they violate, the outcome, the difference between the shareholder and companies’mixture of personality, under the traditional background. This part draws the conclusion that the affiliated companies’ disregard of corporate personality can’t follow the traditional rule, and disregard of corporate personality is the development of the traditional system.The third part starts with the disputes of the guiding case, tells the standard of the judgment of the affiliated companies and disregard of corporate personality, then introduces the different opinions of the scholars, finally discusses whether the case can suit the present system of the disregard of corporate personality. This part gives a negative result via analyzing the application of the NO.20 item on the Company Law.The fourth part analyzes the case suit the theories of piercing reversely and triangle prick of foreign counties, gives introduction on the characteristics and conditions for using the two theories. Then it puts forward some concluding suggestion on the system, hoping it to be suitable for the viable disregard of corporate personality. Moreover, the thesis also brings more items for the specific situation on the disabuse of the personality under the condition that the legislation and revision can’t be acted in time, making it a more standard one, trying to give some help for the similar cases of the judgment.Finally comes the outcome of the thesis, the case can’t suit the present system of disregard of corporate personality, emphasizes again the urgent need to improve the system of the mixture and disregard of corporate personality of the affiliated enterprises.