The Application Of The Company’s Personality Denying System Under The Reform Measures Of The Subscription Registration System

There is no doubt that the abolition of the minimum capital system,the abolition of the maximum capital contribution period and the abolition of the compulsory capital verification procedure have undoubtedly challenged the application of the pre-existing system of denial of corporate personality.The system of denial of corporate personality is the intervention of judicial forces in corporate autonomy in order to correct the transaction fairness that can not be realized in the market,and it is a useful supplement to the formation of modern company law reform.On the one hand,the abstractness and fuzziness of its legal provisions determine that legal workers need to refer to a large number of legal interpretations in judicial practice,so that judicial precedents and scholars can make correct legal decisions,on the other hand,the attitude of the court is prudent and strict when making decisions.When the judicial power is less than necessary,it does not invade the autonomy of the company and does not easily pierce the veil of a legal person when it does not meet the constituent requirements.After the reform of the subscription registration system,under the application of the corporate personality denial system,the independent personality of the company should no longer be denied only on the basis of insufficient capital,but it is also inappropriate for shareholders to agree on excessive registered capital and too long capital contribution period within the scope of autonomy.At the same time,shareholders should ensure that the authenticity of capital contribution has not changed.The application of corporate personality denial can also be combined with the relevant provisions of the Civil Code of the People’s Republic of China(hereinafter referred to as the Civil Code),which will come into force on January1,2021,as the basis of legal application.After the reform of the subscription registration system,other legal systems other than the Company Law should be matched and perfected in order to ensure the positive market environment.