Study On The Reverse Denial System Of Corporate Personality

Reverse personality denial system in the theoretical circle and judicial circle has a lot of disputes and differences.This article through the real cases in the practice to draw out the significance of reverse personality denial system does study and through to the basic concept of reverse personality denial system and analysis of the general classification.After its classification and clear concept,I study by sum-up and combined with the judicial practice,concluded that the reverse is necessary to introduce the company personality denied system in China.On this basis,the constitutive elements of the system and the specific problems are analyzed and studied.The paper consists of five parts.The first part analyzes the basic theory of reverse personality denial system.First defined the connotation of the personality of reverse,and then with the traditional personality denial system to do the contrast analysis,finally to reverse personality denied he was a typed analysis,from the subjects,the right of claim of purpose that judicial discretion standard three aspects discusses the external reverse internal reverse personality denial of personality denied.The second part is about the reverse personality denial of different positions.About whether should introduce the system divided opinions and put forward their different points of view.The against said that reverse personality denial system,contrary to the principle of good faith,against law and logic and not conducive to the development of social economy of our country and there are many alternative system.It must be said that the opposite is true.The objection to this study is not valid.The third part analyzes the necessity of introducing reverse personality denial system.The introduction of reverse personality denial system has great theoretical value in the improvement of legal system and the balance of interests.For this cases in practice,the judge also reflected the attitude of reverse personality denial system is of great practical value,and the existing system include:agent system,traditional personality denial system,creditors of such cancellation right,equity executable program can't be good "alternative",therefore,is necessary to introduce the reverse personality denial system.The fourth part explains the elements of reverse personality denial.The subject of the right of claim should be limited to the shareholders and not to expand the application;Actor' s subjective aspect because of type varies,internal reverse personality denial of the subjective aspects of the conductors do not require,and personality of external reverse asks actor subjectively malicious,objective behavior,also varies by category,interior reverse personality denial system because of its particularity nonexistent behavior factor,while the external negative personality denied requirement behavior with the abuse of corporate personality and other person;The liability subject,including the fault shareholders and the company;In terms of the results,it is necessary to reach the interests of creditors who seriously damage the shareholders or harm the public interest.The fifth part analyzes the specific legal problems in the application of reverse personality denial.In the system of the applicable,shall comply with cautious principles,the principle of passive applicable and practical effective principle,taking the burden of proof should be phased manner,the responsibility to bear on the way,the company shall only within the limit of the capital contribution of shareholders liable to related rights main body,at the same time in the legislation,also should be given proper protection no-fault shareholders or related subject.