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Lifting The Corporate Veil: Addressing Judicial Inconsistency Through Statutory Reform




Nandhini C, School of Law, Sathyabama Institute of Science and Technology

Kalpana Dev R, School of Law, Sathyabama Institute of Science and Technology

Surya M.K., School of Law, Sathyabama Institute of Science and Technology


ABSTRACT


The principle of separate legal personality is a cornerstone of corporate law, recognising a company as a legal entity distinct from its shareholders and directors. As an exception to this principle, courts have developed the doctrine of lifting the corporate veil to prevent misuse of the corporate form. However, the Companies Act does not provide clear or comprehensive guidance on the circumstances under which the corporate veil may be lifted. Consequently, courts have applied the doctrine inconsistently, leading to uncertainty and unpredictability in corporate jurisprudence and weakening legal certainty. This paper examines the reasons behind the inconsistent judicial application of the doctrine of lifting the corporate veil and explores how such inconsistency can be addressed to ensure that the veil is lifted only in appropriate and justified cases. The study adopts a doctrinal and analytical research methodology, relying on a critical examination of statutory provisions, judicial precedents, and scholarly writings. Key Indian and comparative common law decisions are analysed to assess evolving judicial approaches toward veil lifting. The research finds that courts frequently rely on broad equitable considerations, such as the “interest of justice,” without applying uniform or objective criteria. The absence of codified standards allows excessive judicial discretion, resulting in divergent outcomes. . The paper concludes that statutory codification of specific grounds, adoption of uniform judicial tests, and authoritative guidelines from higher courts are necessary to ensure consistency while preserving the principle of separate legal personality.


Keywords: Corporate Veil, Separate Legal Personality, Companies Act, Judicial Discretion, Corporate Law.



Indian Journal of Law and Legal Research

Abbreviation: IJLLR

ISSN: 2582-8878

Website: www.ijllr.com

Accessibility: Open Access

License: Creative Commons 4.0

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All research articles published in The Indian Journal of Law and Legal Research are fully open access. i.e. immediately freely available to read, download and share. Articles are published under the terms of a Creative Commons license which permits use, distribution and reproduction in any medium, provided the original work is properly cited.

 

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The opinions expressed in this publication are those of the authors. They do not purport to reflect the opinions or views of the IJLLR or its members. The designations employed in this publication and the presentation of material therein do not imply the expression of any opinion whatsoever on the part of the IJLLR.

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