Judiciary Standpoint Of Director’s Fiduciary Duties And Its Semantic Meaning

Faith obligation derived from the Trust Law of Anglo-American equity law system. Along with that the birth and development of the trust industry are gradually accepted and attended by people it gets further development in the company system. Educational circle in our country from the perspective of comparative method interprets the defect of Faith obligations stipulation on the Chinese company legislation upon the directors’ duty of faith. Because the legislation rules are considered imperfect and equity law system lacked, the legislation’s original intention of directors’ duty of faith is hard to play its proper role. This conclusion bases on impression of “passive” and “mechanical” judiciary. The original intention of writing this article is to clarify the operation state of the directors’ duty of faith in practice, the attitude of Chinese judicial system upon the directors’ duty of faith, and the connotation of whether the directors’ duty of faith in judiciary will develop beyond the legislation.The article is divided into four chapters, and it mainly has five parts besides the introduction. The basic thread is arranged as following:Introduction explains the basis and significance of the selected topic, and states the main research methods.The first chapter, through the literature review, mainly from the view of the historical origin of faith obligations, clears the basic concept of faith obligations then seeks the rheological structure of the directors’ duty of faith.The second chapter introduces the prescribed conditions by Chinese company legislation upon the directors’ duty of faith and the disputed points of academic circles. Then based on the perspective of empirical data, analyzes the sample groups’ data distribution of cases involving the directors’ duty of faith, tries to explain the status data of distribution and responds to the previous issues.Object of the duty of loyalty, start-stop time, connotation and responsibility, etc. in the legislation are all unclear and leave the judicial uncertainty. The third chapter combines the specific cases of justice and explores the attitude of the above problems on directors’ duty of faith.The fourth chapter also combines cases. Company legislation in China has no words like “directors’ duty of faith” and general legislative regulation treats the rule of “assiduous obligation” as the contrast of “attention obligation”. Academic circles have discussed the differences between them. Director skills requirements are embodied in “assiduous obligation” affirmation in judiciary. The business judgment rule is embodied in judiciary, and in the responsibility judgment based on case the court conducts interest measurement. All of these not only embody the active deeds of judiciary on this issue as, but also provide pilot experience for future legislation.