Violation Of The Company's Duty Of Loyalty-related Crime Study

With the development of modern companies,corporate governance structure tends to tilt from shareholders' meeting to the Board of Directors, which leads to the expansion of directors,supervisors and senior executive administrators.Meanwhile,the misuse of power by directors,supervisors and Senior Executive Administrators to violate the interests of the company has been on increase.Therefore,it is imperative for the legislature to establish relevant legal restriction to prevent the power of senior administrators from expansion and to protect the legitimate rights and interests of shareholders as well as the company.On Oct.27,2005,the standing committee of the 10th National People's Congress amended the Company Law of the People's Republic of China,which went into effect from January 1,2006.The newly amended Company Law regulates the loyalty duty of directors,supervisors,and senior executive administrators.The 6^th Amendment to Criminal Law of the People's Republic of China also has some regulations against loyalty duty to the company.How to understand the connection of loyalty duty in these two laws, and how to apply related provisions become a problem with which both criminal law theory and judicial practice are confronted.This paper attempts to take the perspective of the connection between Company Law and Criminal Law,and emphatically analyses the process how loyalty duty to the company is brought into Criminal Law.The paper also discusses the deficiencies between provisions of crime in Criminal Law and corresponding provisions in revised Company Law,and then puts forward some suggestions to modify Criminal Law in order to consolidate and coordinate the connection between these two laws and crack down more effectively on crimes that violet the interests of the company.This paper contain four parts and introduces respectively the fundamental theory of loyalty duty to the company,connections between loyalty duty and corresponding crimes,new provisions of the 6^th Amendment to Criminal Law, the connection method between Criminal Law and the revised Company Law. The full text approximately brings 33,000 words. The first part is the general introduction to loyalty duty.This part mainly takes the perspective of Company Law to analyze the conception, characteristics and basic theory of loyalty duty,and then classifies loyalty duty in revised Company Law and relative legal regulations and provisions in order to pave the way for the following parts.In the second part,the paper explores related crime against loyalty duty. This part begins with the connections between Criminal Law and Company Law,and then emphatically introduces illegal activities that violet loyalty duty in Company Law and how these activities constitute crimes among the scope of the criminal provisions in Criminal Law.Meanwhile,this part in this paper expounds the common characteristic of constitutive elements of these crimes.The third part concerns about research on exceptional crime,which takes the example of the crime that one maliciously violets the interests of listed companies.This part mainly focuses on the additional provision to article 169 in the 6^th Amendment to Criminal Law,thereafter discusses the tendency of revised Criminal Law and the characteristics of crimes that are newly stipulated in Criminal Law.In the last part,the paper endeavors to raise some suggestions concerning improvement on relative crimes against loyalty duty to the company.This part illustrates the deficiencies between provisions of crimes in Criminal Law and corresponding provisions in revised Company Law,and finally the paper puts forward some suggestions to modify provisions on corresponding crimes in Criminal Law based on the above illustration.