Study On Duty Of Loyalty Of Director

With the increasing size of the company,the number of shareholders is increasing,so the separation of the management right and the ownership of the company is inevitable.At this time,the director replaces the shareholder as the role of the management company.The status of a director is determined by the legal relationship between the director and the company.Although there are several different views in academia,the directors have the right to operate and manage the company regardless of the views on which they are based.The increasing expansion of directors' rights is mainly due to the fact that the directors have mastered the business secrets of the company and the day-to-day operations of the company because of their own status.At this time,the company completed the transformation from shareholder centralism to director centralism.With the expansion of directors' rights,the opportunities for directors to abuse their rights are also relatively increased.The reason why the duty of loyalty of directors arises and exists for a long time is that the interests of the company and shareholders are damaged by the abuse of the rights enjoyed by the directors.Compared with some foreign countries,there is little research on the duty of loyalty of directors in the company law of our country.In the face of the expanding trend of directors' rights,it is necessary to set more obligations for directors to prevent their abuse of rights,so as to protect the legitimate rights and interests of the com pany and its normal operation.Based on the theoretical basis of director's duty of loyalty,this paper analyzes the defects of the duty of loyalty of directors in the company law of our country,and sorts out the legal system of the duty of loyalty of directors in some foreign countries.And draw lessons from some of the more advanced legislative experience,in view of the legal system of the duty of loyalty to the directors of our country put forward a superficial proposal to improve.In the first chapter,the author analyzes the legal relationship between directors and companies and the origin and development of the duty of loyalty of directors.This paper expounds the theoretical basis of the duty ofloyalty of directors in detail.The second chapter,through the analysis of the legal system of our country's director's duty of loyalty,sums up the existing defects of our country's director's duty of faithfulness.The third chapter,through the evaluation of the legal system of director's duty of loyalty in foreign countries and parts of the region,explores the legislative experience which is worthy of reference in perfecting the duty of director's loyalty in our country.The fourth chapter,combined with the specific national conditions of our country,puts forward some superficial legislative suggestions to perfect the duty of loyalty of direc tors in our country.