Judicial Confirmation Of Personality Denial In The Case Of Mixed Personality Of Affiliated Companies

In 2005,the company law of China formally introduced the denial of corporate personality system,but there was no clear regulation on the situation of controlling shareholders using the independent personality of several non-shareholding affiliated companies to damage creditors.In 2013,the Supreme Court guidance case no.15 provided the criteria for judging.However,the supreme people's court is too concise in its interpretation and reasoning,which has the following shortcomings: First,the guiding cases do not explain the necessity and rationality of defining "affiliated companies";Secondly,it lacks the explanation and demonstration of why the personality confusion will seriously damage the interests of creditors.Thirdly,the application of "reference" to the third paragraph of article 20 of the company law does not meet the requirement of analogy application;Finally,it ignores the responsibility of controlling shareholders who abuse the rights behind the affiliated companies.Due to the above problems in the guiding cases,the court still encountered many problems in the process of judicial confirmation of personality denial in the case of mixed personality of affiliated companies.First,the application space is narrow and the case type is single;Secondly,there are differences in constitutive elements.Third,the standard is not uniform,Judges have wide discretion;Fourth,Lack of legal basis for judging;Fifth,the burden of proof is too concentrated.In view of this,it is necessary to further promote the denial of personality system in affiliated companies into law.By referring to foreign advanced theories to reconstruct the legal basis,make clear the constitutive elements and identification criteria,reasonably allocate the burden of proof,make clear the subject of responsibility,and promote the standardization of judicial recognition of the denial of corporate personality.