Research Directors And Corporate Transactions Legal Issues

The modern joint-stock company is an outcome that the division of the social work is highly prosperous. That the share ownership is highly separate, the number of the shareholders are numerous are the most basic characteristics of modern joint-stock company. The development trend of the separation of the management from the ownership makes most of shareholders can't participate in the management of the company and makes the specialized management organizationof the company-board of directors be gradually outstanding. Since the boardof directors dominates the company, whether company can be well operated has to be depended on each director. Once the director abuses his power, its damage is much more than which results from the third people, particularly in the circumstance that the benefit conflicts are happened. This article discusses from five parts.The first part is concerned with the generalization of the legal problem of the trade between the directors and the company. As the basic studies, this article firstly defines the trade between the directors and the company; secondly discusses the influences of the trade between the directors and the company for the benefits of the company; thirdly makes the evaluations for the effectiveness of the trade between directors and company. The effectiveness of the contract, which the directors make can't be totally same. We should decide its legal effectiveness according to the specific circumstances and endow the court the powers of the judicial review. If the courts judge that the contract is just, the contract is effective; if the courts judge that the contract concerns with the defaults of the directors, the obtaining of the illegal property or the waste of the property, the court should repeal the contractThe second part is concerned with the introduction of the relative foreign laws. It makes the comparison to the laws of the Taiwanese region in PRC, England, France and Japan. The trade between the directors and company has been accepted universally by most of the countries and districts, and all countries have almost experienced from the process of strictly forbidding to allowing under...