关键词: 公司环境责任,清算,风险社会,利益衡量

Abstract: In the risk society, corporate environmental damages are manifested as mass tort; combined with the characteristics of corporate fictive “person”, it magnifies the negative externality of corporate environmental responsibilities. The existing tort law fails to recognize the different features between natural person and legal person, ignores the organizational ethics, and is unable to exercise its control over the power of capital. It is not enough to rely only on tort law to regulate the compensation for the losses of the aggrieved party, institutional design should also be carried out from the perspective of corporate law, so as to guide the company to consider its environmental responsibility in the decision-making process. China’s existing corporate law fails to reserve institutional space for the environmental tort appearing after the termination of the company during the liquidation period, together with the absence of the standard of director’s liability to the third party, the corporate ethical risks on environmental issues are intensified. A better way to fulfill the corporate environmental responsibilities is undoubtedly to reinforce the company’s protection of the creditor’s rights on unsettled and expected environmental tort during the general settlement proceedings and the director’s liabilities for the creditors of the corporate environmental tort, so as to form a mechanism of reversed transmission of pressure.

Key words: corporate environmental responsibility; liquidation; risk society; interest balancing