자회사에 대한 모회사의 책임관계

The recent need of fast decision making, capital finance and evasion of regulation has generated in the establishment of the subsidiary company. When a parent corporation control a subsidiary, in case of the subsidiary violates regulations or damages third parties, is it possible to render the parent corporation liable for the conduct of the subsidiary? It is a general principle of corporate law that the parent corporation is not liable to the acts of its subsidiaries. But, if a parent corporation exercise substantial control over subsidiary or in case of undercapitalization or commingling of assets, the parent corporation might be liable for subsidiaries with piercing the corporate veil doctrine. Also, according to Commercial Act Article 401-2, the parent may be liable for its subsidiary’s obligations through de facto director doctrine. However, compare with other developing countries legal regimes, the Supreme Court decision demand the obligation of prove about parent’s liability strictly. Therefore, the parent’s liability for it’s subsidiary should consider more widely. Because some cases, rending parent’s liability for the conduct of its subsidiary is in conformity with justice or fairness.