Judicial Determination Of Mixed Corporate Personality

The corporate personality independence and shareholders' limited liability as two fundamental systems of Corporate Law,although it has not been implemented in our country for a long time,the shareholders' abuse of the company's independent personality is common.In particular,when the new corporate law removes the minimum amount of registering capital,and changes the registration system for registered capital to the subscription registration system,and relaxes the registration conditions for registered capital of the company.There are frequent loopholes in shareholders'use of the legal provisions in the company.In the actual operation of the company,the shareholders abuse the combination of self-responsibility and corporate responsibility limits to avoiding the debt they should bear,and thereby cause greatly infringement of creditors'interests.At present,the legal provisions on the identification of corporate personality in China are not perfect.There are only two principle provisions in Article 20 and Article 63 of the Corporate Law,and there is no clear standards for unified identification,which cannot play a guided part in the court's actual trial.In judicial practice,it is easy to cause different conclusion of the same case,because judges have different scales of discretionary power.Therefore,the question of personality confusion needs to be solved.In addition to the introduction and conclusion,the main content of the article is as follows:The first part is the introduction to the basic overview of personality confusion,including the definition of the corporate personality confusion,the nature of the corporate personality confusion,and the significance of the corporate personality confirmation.The second part is an empirical analysis of the status quo of Chinese judicial confirmation of personality confusion,which is also a key part of the article.The article selected 113 cases related to personality confusion in the Peking University Falun Website.The empirical data analysis was conducted from the aspects of the overall judgment rate,time distribution,regional distribution,rating distribution,reference factors,court decision basis,and the impact of different factors on the judgment results.Then the article researches the type cases and summarizes the standard that constitutes the corporate personality confusion in the judicial practice of our country.The third part of the article is an analysis of the issues,such as the controversy over the applicable subject,the lack of unified standard,and the unclear issue of the burden of proof.The fourth part focuses on the standards of corporate personality confusion in the three countries,and analyzes specific judicial application in classic cases,and sums up several principles for identifying the corporate personality confusion as a common rule in all countries.The last part of the article puts forward some concrete suggestions about corporate personality confusion by referring to the experience of judicial confirmation in foreign countries and combining with the actual situation in our country.