论一人公司的人格否认-经济法专业论文.docxVIP

PAGE PAGE 1 Abstract One-man company is an important section of company law system. At the beginning of the company institution development, one-man company had not been regulated by company law because of the limitations of the traditional theory that “companies are associations”. However, along as the development of economic society and the reality that one-man company is getting stronger and stronger, countries over the world decide to use company law to regulate one-man company, including our country. On Jan. 1st 2006, China admitted one-man company institution officially through the new enacted Company Law. Company Law Clause 58 says: One-man company means this limited liability company only has single natural individual or just one corporate shareholder. For a long time, our country had always being hesitated to admit one-man company, considering protecting the benefit of the creditor. On the one hand, the limited company has an important creature that is finiteness. It means company’s debt only can be paid by its property, so the creditors benefit cannot obtain the effective safeguard completely. On the other hand, one-man company has only one shareholder and its property right structure is very simplified. This may cause traditional balance mechanism of the company interior management cannot be effected. Therefore, it is so easy to make the shareholder’s property and the company asset confused. When the shareholder’s personal interest and creditor’s benefit has been conflicted, the single shareholder may use limited liability to harm the creditors benefit easily. All of these may be the great hidden danger of protecting the creditors’ benefit. Therefore, as the specific limited liability company, one-man company should be managed strictly, especially for the abuse of its legal personality and the application of corporate personality denial. On Jan. 1st.2006, the new enacted Company Law admitted the legal personality denial institution of company explicitl