A comparative look at the principles governing the wearing of the veil in the German and Iran laws

the legal solutions for confronting abuse of limited liability rule in companies, in Germany law with emphasizing on two fundamental subjects that are inadequate capital of the company and supervision and control in corporate groups is investigated. The result reveals that in Iran law the urgent confrontation with paper companies phenomenon, instrumental use of company and abuse of limited liability referring to jurisprudence and legal basics is a necessity , but in short time it only demands intervention of the legislator; and the case law at least in some problems such as increasing the amount of minimum legal fund for forming and managing company cannot play a role; however, in confrontation with such companies it can reject acquiring actual will behind forming company with at least present legal fund and know such company as factitious and instrumental in control of shareholder to benefit from limited liability. Because the nature of forming company with disproportionate fund regarding to the company’s aims and subject provides vivid statistic of shareholders’ intentions to abuse and make themselves as one of the parties in the company’s transactions.Using the documentary and analytic methad, and Comparative Study between Germany and Iran.