Research On The Judicial Application Of The Legal Person Denial System Of Affiliated Companies In China

In 2005,China's Company Law officially codified the denial of corporate personality system,but it did not explicitly regulate the use of independent personality among non-shareholding affiliated companies to harm the interests of creditors,which still has limitations.Supreme act(2013).15 guide case established the legal person personality denial system expansion by judicial practice applicable to the relation between shareholding company,but due to its reason,in part too brief and to the point,after its release,the court in the concrete the courts still encounter many problems: first,the lack of unified the referee basis,reasons things out the inadequate;Second,the constituent elements are not clear,the identification standard is not uniform;Third,prove that the distribution of responsibility is unreasonable and too concentrated.Therefore,in order to enhance the applicability of this system in judicial practice,it is necessary to further improve it.First of all,the relevant provisions of the company law should be reconstructed or a detailed judicial interpretation should be issued as the legal basis for hearing such cases.Secondly,it should be made clear that the applicable requirements consist of the subject,the act and the result.On the basis of the above,detailed provisions are made for each element: in terms of the main element,the object of application should include the affiliated company and the controlling shareholders behind the affiliated company;In the aspect of behavioral elements,the cognizance standard of each applicable element and the cognizance standard of personality confusion are clarified.In terms of the elements of the outcome,the necessity of the elements should be clearly emphasized,and the situation that seriously damages the interests of creditors should be clarified.Finally,the author USES the civil evidence distance theory to allocate the burden of proof,and divides the initial and further responsibilities.At the same time,creditors are divided into voluntary creditors and involuntary creditors according to different types of creditor-debt relationship.