On The Duty Of The Board Of Directors

With the development of economy, an important characteristic of the modern company is that the ownership of enterprises separates from the management. And it has caused the changes - the doctrine of the centre of board of directors to the doctrine of the centre of shareholders' meeting. Face such historical reality- the management authority of the board of directors expands day by day, the general shareholder can not join in the management of the company directly. While expanding power, if not strengthening inspection, the power unavoidably has abused. In order to avoid and reduce the operator's behavior of abuses of power , to encourage the operators to work hard, to make profits and make the investment with the shareholder, it is necessary to strengthen the legal obligation of the directors. So many countries make the laws to direct the obligation and responsibility of the directors of the company.For a long time, which kind of obligations did operators of the state-owned enterprise of our country commit for the investors of the enterprise and enterprise while they managed the business on earth. Whether they should commit legal liability to enterprise and investors after violating this kind of obligation, and it had legislative vacancy all the time. A lot of directors or managers mismanaged, but they could still change another places to be a leader. They seldom commit liability. In view of this, our country's "Company Law" has stipulated the directors, supervisors and managers to company's negative obligation from Article 59 to Article 63. And there are regulations of investigating operator's legal liability (including civil liability, administrative responsibility, criminal responsibility) in Chapter 10. But we should understand that it is not perfect of our country's "Company Law" of the obligations and responsibilities about the directors and other operators. This thesis should carry on the discussion about the directors and other operator of company committing which kind of obligations and how implementing these obligations.