Legal Issues Research On D&O Liability Insurance System

The D&O liability insurance as a system arrangement of relief and protection of the directors'interests,plays an important role in shifting the office risk of directors, balancing rights and responsibilities of directors, protecting the company and third party interests, and improving the corporate governance structure. In common law countries, especially in the United States, after 70 years of development , the D&O liability insurance system has been becoming more mature and complete, but it just starting in China.So it should be improved not only the elementary theory system but also specific regulations.In research methods, this thesis adopted the theoretical analysis method, the historical analysis method and the empirical analysis method. Through the analysis of basic theory of the D&O liability insurance system, and historical research on Western countries', mainly the United States'D&O liability insurance system, draw some useful lessons for china,then analysing the status of D&O liability insurance in china, and on this basis, Combining with the actual situation in china, to explore how to build and improve our country's D&O liability insurance system. In particular, besides the introduction and conclusion,this thesis was divided into four parts:The first part is the basic issues of D&O liability insurance system. Elaborated on the concept and the specific meaning of D&O liability insurance,analyses its legal characteristics,and Furtherly analyses the value and related contentious issues of D&O liability insurance system. Through the introductory exposition of this part , making a very good bedding for the following in-depth discussion.The second part is the basic theoretical research on D&O liability insurance system.To study the D&O liability insurance system theoretically, first need to analyze is the issue of directors'liability, which would like to study the liability of directors, it is necessary to explore the obligation of directors, legal status and relationship with the company. In this section, the author also discusses in accordance with this logic order, That is, first of all, the legal status of directors and the relationship with the company as a logical starting point, further analysis of the duties and liability of directors,the end, the liability of directors as the basis for the analysis of its insurability.The third part is the development process of D&O liability insurance system and practice in china.This section mainly describes the background, development process of the United States'D&O liability insurance system, so that we can be more complete and deeper understanding of the legal system, and gain some useful experience and inspiration, followed by a brief introduction to practice of the D&O liability insurance in china.The fourth part is the problems and comprehensive proposal of our D&O liability insurance system. This section analyzes the constraints of directors liability insurance system of China's problems in the development, and for the presence of these issues, putting forward a comprehensive proposal accordingly from corporate governance structure, the relevant legal system, and D&O liability insurance contracts.