Legal Regulation Of China’s Defective Donation Research:in View Of The Obligations And Liabilities Of Directors

In China, corporate donations years appear on a large scale in the past ten. The legitimacy of corporate donation can be widely recognized, in addition to the theory of social responsibility, more important is to propose and develop strategic philanthropy theory.Profit is the basic attribute of the company. Although the short-term profit corporation donation behavior and company have certain conflict, they help to increase the intangible capital and long-term interests of the company, meets the profitable long-term company. To reconcile the corporate donations and company profit, the company shall present philanthropy strategy reasonably, a series of legal regulation measures and through this, to try to ensure that the company donated an increase in social benefits at the same time, also can give a company its positive long-term interests.The improper decision, may damage the interests of the company. So we need to clear the obligation of directors in corporate donation, and to regulate it. The company donation obligations of directors include the duty of loyalty and the duty of care. The fulfillment of the obligations of the company donation program regulation includes donation decision-making, decision-making procedures, information disclosure, supervision mechanism, regulation. On substantive regulation fulfillment of the obligations of the company donation can be used to judgethe "rationality of principles".The board of directors violate duty defective donation contract invalid, revocable, effective three validity situation. The company has the right to pursue the responsibility of the directors in the internal defective donation, its compensation for the losses of the company. Shareholders through relief and the shareholder derivative litigation to the company slight defect donated relief donation decisions on defect. Creditors of the liability of directors reflected in the defective donation exercise the right of revocation.Three problems on China’s defective donation regulation provisions of proposed corresponding suggestions, respectively is: perfect the legislation, establish special system of company legal regulation of donation; the perfect dynamic mechanism of corporate donation; to establish the system of corporate donation evaluation afterwards.