The Civil Liability Of The Corporate Dicision-Maker In Corporate Crime

With the development of the market ecomomy and the establishing of corporate system. It's commonly that corporate decision-maker abuse rights. It brings public huge damages. As China entered the era of market economy just a few years ago, there are few books which systematically analyses the social liability of corporate decision-makers in corporate crime to public and specific social member. It's the very essence that regulates the agora and keep economy developing. We should learn more about it, so that we may do better in law making and enforcing.This paper includes six parts as following: introduction, the necessity of the social liability of the corporate decision-maker in corporate crime and several important definitions, the legislation of other countries, the social liability of the corporate decision-maker, cognizance of the liability and the ending.In introduction, the paper educes the social liability of the corporate decision-maker in corporate crime, from the case of bad milkpowder in FUYANG in ANHUI Province and the case of overproof of leading in persons' blood in the county of HUI in GANSU Province. Then the paper introduces all kinds of doctrines of duty of controlling shareholders to the third-party and duty of directors to the third-party. Then, the paper introduces the method of writing and the new idea to this item.In the first part of main body, author analyses the necessity of liability of the corporate decision-maker in corporate crime, from the angle of consummating the law system. It's also helpful for the third-party obtain enough compensation, and helpful for keeping within limits to crime. Author advises that the bound of the legal protection should extend to public and specific social member and definites several important concepts, such as "the corporate decision-makers", "the third party", "public". The corporate decision-makers include the controlling shareholders, all kinds of directors, senior managers and superiors.In the second part of main body, the paper introduces the legislations of the civil liability that directors to the third party.In the third part, the author elucidates social liability enacted to the corporate decision-makers. Then, the author compares the public with shareholders and debtees, with the characters of board victims sericious damages and weak ability to control the risk, then draws the conclusion that the necessity of enact the social liability of the corporate decision-makers. Then the paper definite the word "social liability", then explains why not call the "social liability" the duty of faith and credit. There are two reasons: first, the duty of faith and credit can be applied to the right of life and health; Second, the hazardness of the action of duty is far from the meaning of the words of faith and credit. At the same time, the author gives an account of the social liability, in essence, is legislation of professional ethics. There are foundations in tort law and corporate law. The prime reason is that decision-makers are in the preponderant status in imformation and operation field.In the fourth part is the most important chapter in this article. This chapter mainly demonstrates that the liability principle of corporate decision-makers, is presumption of fault and set forth the component of the liability to corporate decision-maker: (1)the subjects of the social liability are all kinds of corporations; (2)the theory of the directors' duty of care can be applied to the fault of the controlling shareholders directors and senior managers, with the combination of the subjective standard and impersonal standard. The paper sets different minimal request to the controlling shareholders, directors, senior managers and supervisors, namely controlling shareholders ,directors, senior managers should do the person who deal with the same status and the same situation can do, while the superiors should do the person who deal with the same status and the same situation can do in the zone that he is familiar with, and the superiors should do everyman can do in the zone that he is not familiar with; (3)the rule of the convert of burden of proof can be applied to the relationship. And the generally rules of burden of proof can be used to non-dweller in environmental pollution crime cases. Then the author elucidates three kinds of situation of exempting for obligation.Finally, the author briefly illustrates the achievements and shortcomings of the thesis writing in the ending part.