case Mainland China English summary

Zhengzhou Company v. Henan Company: Horizontal Veil Piercing Among Affiliates

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.

Brief English Introduction

The case treats affiliate confusion as a creditor-protection problem. Two companies appeared independent in form, but their addresses, business premises, overlapping business scope, related legal representatives, personnel links, and transaction conduct suggested a high degree of personality confusion. One company used its seal to confirm another company’s settlement account while debt problems existed, supporting joint liability.

Use It For

Use this to teach horizontal veil piercing, where liability moves across related companies rather than only from company to shareholder.

Teaching Notes

Ask students whether the result is best justified by analogy to Article 20 of the old Company Law, by good-faith principles, by agency, or by a broader anti-evasion principle.