現代経営の諸問題と法人格否認の法理(社会科学編)

概要

論文の詳細を見る
Some management problems will be solved by "disregarding the corporate fiction" . The existence of a company as a separate person, independent of its shareholders is made clear. This entrenches the principle laid down by the House of Lords in Salomon v. Salomon & Co. Ltd. [1897] AC 22. This famous case established the "veil of incorporation" , and it was reaffirmed in the New Zealand case of Lee v. Lee's Air Farming Ltd. [1961] NZLR 325. The "veil of incorporation" tends to protect shareholders, directors and others from responsibility for acts done in the name of company. In some situations, however, maintaining a rigid separation between the company and those involved in it can lead to absurdity or injustice. Both the legislature and courts have, in certain situations, acted to prevent such results. These are usually expressed in terms of "disregarding the corporate fiction" , "lifting the veil" , "piercing corporate veil" , or looking at the substance rather than at the form. In proper cases a receivership may be granted or extended in equity over a solvent subsidiary or affiliated corporation as ancillary to receivership of the parent. Thus where their affairs have been commingled, the assets of a subsidiary may be held as assets of a bankrupt corporation and creditors of the parent may enforce their claims against them.
信州短期大学の論文
1998-12-25