民法視域下的法人人格權本質論

On the Essence of Personality Right of Legal Person in the Perspective of Civil Law

在民法人格權理論中，法人人格權是法律人格在主觀權利層面的表達。它的價值基礎首先是人格獨立，其次是行為和發展自由，但是與人格尊嚴無關。法人人格權本質上是一種保護法人特定非財產性利益的權利。法人在特定非財產性利益上具有保護需求，傳統的侵權法保護模式無法對其完全覆蓋，人格權保護模式則對法人非財產性利益發揮著補充、兜底保護功能。根據法人人格權的本質特性，法人人格權呈現出不同於自然人人格權的權利構造樣態。法人人格權的權利內容更為單一、有限，權能形態缺乏人身性要素，權利保護效果和救濟手段整體弱於自然人。雖然規定在同一體系中，法人人格權和自然人人格權僅具有相同名稱，權利特性卻迥然不同，解釋論上宜對兩者清晰區分。

In the theory of personality right of civil law, legal personality was divided into two aspects as it developed. Legal capacity refers to legal personality at the legal subject level, and the personality right of legal person is the expression of legal personality at the subjective right level. As a civil legal subject, legal persons need personality rights in order to protect their legal status and self-development. The foundational value of personality right of legal person is firstly independent personality, secondly freedom of action and development. It is unrelated to human dignity, which is the foundational value of the personality right of natural person. Furthermore, the content of the freedom of action and development of legal person is also different from the freedom of personality development of natural persons. The personality right of legal person protects essentially the specific non-property interests of legal persons. Therefore, the content of subjective rights of legal person is expanded. The reason for this is firstly that legal persons are real entities in law and society. In the legal context, a legal person is a collective entity formed by natural persons for a specific common purpose. The collective entity is a subject of will and is treated as a person under the law. At the societal level, as an organization, a legal person is also a real presence, because the members of a legal person may often change , but the legal person itself can continue to exist. Therefore, the personality right is a right that belongs to the legal person itself. The legal persons manifest in different forms based on the nature, type and purposes; they also have different protection needs in social interactions. The personality rights of legal person present corresponding content. Secondly, the legal persons have protection needs in specific non-property interests and personality rights can fill their protection gaps for non-property interests. Not all personality rights are spiritual interests. In the social sphere, personality rights refer to the right of self-determination of civil legal subjects in social interactions, which can be enjoyed by legal persons. The non-property interests of legal persons can be transformed into intellectual property interests, which is premised on the existence of non-property interests. The protection model of traditional tort law cannot fully cover all the non-property interests, because in the tort law, the infringement acts have fixed elements and the scope of protection cannot be arbitrarily expanded. In contrast, the right structure of personality rights can flexibly accommodate new types of harmful behaviors through the balancing of interests. Therefore, the protection model of personality rights plays the general protection function. In the society, the unique value of personality right of legal persons lies in its ability to serve as a weapon against new harmful behaviors and to reshape the norms of social interactions between legal persons and the other persons. Under the influence of its essential characteristics, the personality right of legal person presents a different right structure from that of natural person. The content of personality right of legal person is more limited and lacks personal elements. The effect and relief measures of personality right of legal person are weaker than those of natural person. In summary, although they are regulated in the same system and have the same name, the personality right of legal person and natural person have different characteristics. They should be clearly distinguished in the legal interpretation.