揭开公司面纱,完善有限责任制

有限责任公司制已成为我国现代企业制度的目标模式。有限责任公司制有利于保护股东的利益,鼓励投资和积累资本,促进所有权与经营权的分离。但有限责任制的绝对化会带来诸多“公司问题”,不利于保护债权人的利益。而“揭开公司面纱”理论的意义在于在特别的情况下,否认公司的有限责任,直接追究股东的责任,以平衡债权人和股东的利益及风险的分配。

Disclose the Veil of Corporation,Perfect the System of Limited Responsibility

Nowadays the system of the liability has already become our target model of modern enterprise system in our country.This is beneficial to protecting the stockholder's interests,prompting the increase of investments and accumulation of capital,impelling the separation of the ownership from the managerial authority.But absolutely limited liability of company may bring about a series of "company problems" and do harm to the creditor's interests.The importance of the theory of "Disclosing the corporation's veil" is that it can make shareholders responsible for their creditors directly through denying corporation's independent personality in some special cases in order to balance the interests and distribute the risk between creditors and shareholders.At present,it is very necessary to introduce and study the theory of "disclosing the corporation's veil" to improve our corporation legal system and develop our socialistic market economy healthily.