Research On The Legal System Of Corporate Executives' Obligations

Both the Anglo-American law system and the civil law system pay more attention to the legislation of the faithful obligation of the directors in respect of the legislation concerning the duty of fiduciary.The research on the executives' responsibilities on the duty of fiduciary is not thorough enough and the content is not extensive enough.It is either covered by the directors or applies to the directors.However,since the 20 th century,the changes in the development of the market economy,the corporate governance structure has also changed accordingly.Executives headed by managers have gradually expanded their powers,and many executives have used cases where power has hurt the interests of the company.For instance,in the case of Shanghai Fuxi,the abuse of power by executives headed by Hu Jun caused irreversible losses to the company and aroused public concerns and concerns.While people are surprised at the destructive power of executives,more people are also turning their gaze to executives' obligations of faith.In order to solve this problem from the legislative perspective,this article explains the defects of the Chinese legislation on senior executives' obligations to the duty of fiduciary.from the perspective of comparative research.For example,our country's legislation imposes inadequate regulations on senior executives' obligations of fiduciary.The main criteria for determining the obligations of fiduciary are unclear and diligent obligations.There is an imbalance between the provisions of the obligations of fidelity and the fiduciary obligations of senior management and directors;the other big issue is the imperfections of high-level violating accountability mechanisms,including the limited scope of loyal obligations and the absence of rules for business judgment.content.The existence of these problems has further hindered the development of our country's fiduciary system,making it difficult to realize the original intention of the duty of fiduciary.In this regard,this article has done some research on the relevant provisions of the fiduciary duties of domestic and foreign countries,and at the same time,compared the national conditions of our country,and compared the relevant systems of common law countries and civil law countries.Regarding the first question of the first question,the article mainly draws on the practice of the United States,establishes the standards that should be fulfilled for diligence obligations through detailed legislation,and establishes a complete set of guarantee mechanisms for the establishment of the standard.Regarding the conflation of executives and directors' obligation of faith,we also draw lessons from the practices of the Anglo-American law countries and distinguish the directors' and senior executives' fiduciary duties in the legal soil of our country.Regarding the second issue,it mainly draws lessons from the practice of civil law countries such as Japan,introducing "conscientious violations" into the loyal obligations in the legislation,and expanding the scope of accountability for loyalty obligations;at the same time,it establishes the applicable standards for business judgment rules in legislation.The scope of the case is divided into two aspects of "process" and "content" for review.All in all,this article focuses on the second chapter to the fifth chapter.It focuses on the applicable relationship between legislative innovation and reality.It studies and learns from foreign senior executives' obligations on fiduciary obligations and relevant provisions on violating their responsibilities,thereby building The senior executives' obligation obligation system under the vision of our company.This is conducive to solving cases in which our senior executives frequently infringe corporate interests in our practice,and at the same time establish a complete set of modern enterprise systems.