Case library
Chinese guiding cases and comparative common-law decisions on personality, governance, director duties, and shareholder remedies.
长丰法院法定代表人委托他人处理公司事务案
A recent judgment emphasizing that civil acts conducted by a legal representative in the company's name are attributed to the company.
陈某与乙公司、丙公司等买卖合同纠纷案
A Supreme People's Court typical case in which an actual controller used affiliated companies to shift transaction benefits and evade debts, leading the court to pierce horizontally.
段某某与某甲公司股东资格确认纠纷案
A shareholder-status dispute in which the appellate court used Article 1 of the Company Law to distinguish a company-member relationship from a partnership relationship.
The classic proper-plaintiff rule, useful for understanding why derivative actions are exceptional rather than ordinary shareholder suits.
指导案例10号：李建军诉上海佳动力环保科技有限公司公司决议撤销纠纷案
A company-resolution case emphasizing the limits of judicial review where the dispute concerns business judgment rather than procedural or charter illegality.
指导案例132号：中国生物多样性保护与绿色发展基金会诉秦皇岛方圆包装玻璃有限公司大气污染责任民事公益诉讼案
A guiding case recognizing that a polluter's voluntary investment in effective pollution-control facilities may reduce damages in environmental public-interest litigation.
指导案例15号：徐工集团工程机械股份有限公司诉成都川交工贸有限责任公司等买卖合同纠纷案
A corporate personality and creditor-protection case involving affiliated companies, commingled business, overlapping personnel, and confusion of assets.
指导案例173号：北京市朝阳区自然之友环境研究所诉中国水电顾问集团新平开发有限公司、中国电建集团昆明勘测设计研究院有限公司生态环境保护民事公益诉讼案
A related preventive environmental public-interest case requiring courts to assess major ecological risks to endangered species before irreversible damage occurs.
指导性案例215号：昆明闽某纸业有限责任公司等污染环境刑事附带民事公益诉讼案
A leading environmental public-interest case applying corporate personality denial to make shareholders jointly liable for a company's ecological damage debts.
指导性案例259号：北京市丰台区某环境研究所诉江苏某钢集团有限公司环境污染民事公益诉讼案
A related environmental public-interest case requiring courts to confirm that public-interest claims have been fully realized before allowing withdrawal.
指导性案例260号：北京市朝阳区某环境研究所诉山西某铝业有限公司环境污染民事公益诉讼案
A guiding case requiring substantive judicial review of settlement or mediation terms in environmental public-interest litigation.
指导案例8号：林方清诉常熟市凯莱实业有限公司、戴小明公司解散纠纷案
A company dissolution dispute illustrating judicial intervention when shareholder deadlock and serious governance breakdown make continued operation difficult.
指导案例9号：上海存亮贸易有限公司诉蒋志东、王卫明等买卖合同纠纷案
A leading case on shareholders' liquidation obligations and creditor protection after a company is deregulated or loses its business license.
指导案例96号：宋文军诉西安市大华餐饮有限公司股东资格确认纠纷案
A shareholder-status case on charter-based transfer restrictions and agreed repurchase arrangements in a restructured state-owned enterprise.
0元转让股权、更换法定代表人为99岁老人案
An enforcement-stage case treating a zero-price share transfer and replacement of the legal representative with a 99-year-old as an attempt to weaken enforcement pressure.
A foundational Delaware case on board oversight duties and the difficulty of imposing liability for failure to monitor corporate compliance.
嘉宸公司与海马公司股东损害公司债权人利益责任纠纷案
A Supreme People's Court First Circuit report explaining when a creditor's evidence of personality confusion is strong enough to shift the burden to the shareholder.
昆玉市人民法院涤除挂名法定代表人登记案
A typical case in which a person registered as a nominal legal representative, without ownership or management authority, obtained judicial support for expungement.
刘某诉韩某房屋维修合同纠纷案
A house-repair contract dispute in which the court reportedly held that Article 1 of the Company Law does not extend to a personal services relationship between natural persons.
龙岩新罗法院恶意逃避债务案（“傀儡”法定代表人）
A typical case on actual-controller liability where an elderly relative was used as a puppet legal representative while real controllers withheld company records and evaded debt.
挂名法定代表人欠薪案（实际老板担责）
A labor-supervision matter in which evidence showed that the registered legal representative was nominal and the actual controller bore responsibility for wage arrears.
The classic common-law authority for separate corporate personality and limited liability.
A Delaware duty-of-care case focused on whether directors adequately informed themselves before approving a merger.
王某月诉薛某亮清算责任纠纷案
A reference case holding a so-called professional closure actor liable after taking over a company and using false liquidation materials to cancel the company's registration and defeat creditors.
韦统兵与新疆宝塔房地产开发有限公司等请求变更公司登记纠纷案
SPC Gazette case holding that a company must implement a valid internal removal of its legal representative and complete the corresponding registration change.
韦某某诉新疆某房地产公司、新疆某投资公司、新疆某甲投资公司请求变更公司登记纠纷案
A reference case stating that a legal representative removed from office may require the company to complete legal representative change registration.
张某诉阆中某房地产开发有限公司请求变更公司登记纠纷案
A reference case supporting expungement where an employee was registered as a nominal legal representative but did not actually control or manage the company.
赵某某诉某餐饮公司、吴某甲买卖合同纠纷案
A reference case holding that a shareholder's liability for company-personal asset commingling is not erased merely because the shareholder later transfers the equity.
郑州某某公司诉河南某某公司等买卖合同纠纷案
A reference case on horizontal disregard of corporate personality where two formally separate companies shared premises, business scope, related legal representatives, and confused operations.