literature Mainland China English summary

Corporate Personality Denial under Significant Undercapitalization

资本显著不足的情况下公司法人人格否认制度研究

Argues that serious mismatch between registered capital, business scale, and debt scale should be considered when deciding whether to deny corporate personality.

Open source

Brief English Introduction

This article treats serious undercapitalization as a possible basis for corporate personality denial. It focuses on whether a company’s capital is plainly inadequate for its operations and liabilities.

Teaching Notes

Ask students why Chinese courts often emphasize commingling more than undercapitalization, and whether the 2023 capital rules change that emphasis.