Research On Legal Status For Professional Managers

Along with the development and constant improvement of the modern corporate system, the professional managers emerge at the right moment as the important role in corporate governance, which provide the necessary dynamic support and intelligence support for the development of the company, and make great contribution to the development of social economy. In order to meet the requirement of the for-profit activities in company, the current company power structure has gradually transferred to manager-center from directorate-center, and more and more countries' legislation give greater rights to the managers. And then the managers climb to the top of the power ladder in company, and become one of the most important powers instead of the enterprise owners. Therefore, it makes a few professional managers control company, abuse authority, erode the company, its shareholders and the rights for directorate continuously. In fact, the essence of these problems is mainly involved in the boundary definition for the rights & obligations for the professional managers, how to scientifically and reasonably define and balance them, and make sense of the legal status of the professional managers. Based on crying for prevention the professional managers abuse their powers to maliciously damage the interests of the related parties, it is necessary to define the legal boundaries of the professional managers'rights & obligations, which will give the appropriate position for their rights & obligations, to better protect the lawful rights and interests of every related party.Based on the edify of the Gome case, using the method of combination theory with practice and comparative analysis, combined with Company Law, the Code of Corporate Governance for listed companies, the occupational standards for professional managers and other related laws, this thesis takes another look from the other side on correlative legislations theory about the professional managers'rights & obligations in China, comparably analyzes the relevant boundary definition and the defect of current legal status for China's professional managers, and meanwhile put forward the idea concerning improving their legal status in future, to strive for balance the rights and their obligations. Thus, it is hoped to provide theory and practice support for setting up the reasonable construction of professional managers'rights & obligations, and to make their legal status clear from the legislation height, so as to contribute humble effort to solving this worldwide problem.This thesis consists of four parts except the preface and the schluss. Starting from the typical case, it refers to a series of legal issues with regard to obscure definition about professional managers'rights & obligations in the practice, and comparably analyzes the relevant boundary definition combined with domestic and foreign legislation cases. At last it is fully discussed that the corresponding defects in our current company law and relevant laws'rules, and setting up scientific and reasonable configuration for professional managers'rights & obligations.The first part is to put forward the issue. Beginning with the typical case-Gome Group Control case, it indicates the main legal issues and then further clarifies the necessity of improving professional managers'legal status as well as the basic springboard.The second is to comment on legislation of current professional managers'legal status. Define manager and professional manager, and then do legislative investigation on professional managers'rights & obligations, in addition do investigation on their legal status under multi-legal relationship, and clarify the interests between professional managers and related parties in company, so as to make professional managers'legal status clear.The third is to analyze the defect about rule for professional managers'legal status in China, and find out the root cause. It summarizes and analyzes related rule about professional managers'rights & obligations in China, distinguishes the advantages and the disadvantages, finds out the root cause based on our basic reality, for the purpose that it will enlighten a few for revising boundary issues about professional managers'rights & obligations in China.The fourth is to improve conceive on our professional managers'rights & obligations system. Aim at the defect of our professional managers'legal status, it clears guidelines and boundary definition for professional managers'rights & obligations from legislation system, business regulation, rights perfection, supervision and incentive mechanism and cultivation of professional manager market in China, and then comprehensively confirms the legal status of professional managers.