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Research On The Introduction Of Business Judgment Rule In China

Posted on:2021-01-27Degree:MasterType:Thesis
Country:ChinaCandidate:X M WenFull Text:PDF
GTID:2416330614470783Subject:Science of Law
Abstract/Summary:PDF Full Text Request
Compared with liability insurance,liability exemption,cost compensation and other measures in the limitation of directors' liability,the superiority of business judgment rules is to block the path of identifying directors' violation of duty of care.Directors protected by business judgment rules can not only be exempted from personal economic losses,but also free from the crisis of damage to goodwill.The business judgment rule originated from the case law of the Anglo-American legal system,and its connotation is enriched by many cases with great influence.On the basis of the practice of the Anglo-American legal system,the civil law countries try to explore the business judgment rules suitable for the law-based countries,which makes the business judgment rules further developed.At present,there is no relevant expression of business judgment rules in China's statute law.However,in the judicial practice,when dealing with whether a director violates a statutory obligation,there are more or less operational judgment rules in the judgment.The lack of statute law makes the use of business judgment rules in our country's judiciary often benevolent and benevolent,and the wise see wisdom,which makes the rule in the practice of being tasteless and abandoning the embarrassing situation.With the development of China's business,the business judgment rules and the director's duty of care will play an increasingly important role in balancing the interests of shareholders and directors.This article begins with the relationship between business judgment rules and directors' responsibilities.Clarifying the relationship between the two sets of concepts,that is,the relationship between the director's responsibility and the director's duty of care,and the relationship between the director's duty of care and Business Judgment Rule.Relying on the case law of the United States' Business Judgment Rule,the statutory norms of Business Judgment Rule and the development in other countries,and the relevant legislation and existing theories and cases in China,elaborates reasons and ways that China should introduce Business Judgment Rule and provide them independently in the law.Based on this,this article believe that China should clearly pay attention to director's duty of care,and determine the applicable objects and content of business judgment rules according to its own circumstances.It is pointed out that our country does not need to perfect the rules of directors' duty of care.It can directly stipulate Business Judgment Rule in the company law or its judicial interpretation.And It is also necessary to understand the connotation and value of Chinese business judgment rules.
Keywords/Search Tags:Director's Responsibility, Director's Obligation, Duty of Care, Duty of Loyalty, Business Judgment Rule
PDF Full Text Request
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