| The concept of confusion of Personality in the theoretical law circle is not unfamiliar, but in the our country's present legal systems, in fact, there is no corresponding concepts of confusion of Personality, this inevitably produces such a reality:in the current system of civil and commercial law has not yet have a clear specific provision which directly to confusion of personality, but in the practice of judicial, the personality of confusion is common. The situation is bound to threaten the long-term healthy development of the society under the rule of law. Therefore, the applicable standard of law about confusion of Personality, and the two related theory is to be solved. CIMC Construction Group Co. Ltd. v. ZHIHAO co. Ltd, ZHIHAO co. Ltd personality confusion case just highlights this the reality of the contradiction. The court are according to the company law of the People's Republic of China under paragraph 3 of article 20, the relationship between the company and shareholders directly, rather than the relationship between the affiliate. So the court rejected the claims of CIMC Construction Group Co. Ltd. However, company law in paragraph 3 of article 20 is the supplement to the theory of disregard of corporation personality, for protecting the interests of the creditors. Therefore, it is reasonable to expand the shareholders to the actual controllers, associated enterprises, who is no essential difference between the abuses of corporate independent personality. And, from the point of view of rational, fair, justice, shareholders rights abusing needs to bear the corresponding legal responsibility, and so do the actual controllers. |
PDF Full Text Request