英文摘要 |
Corporate directors sometimes make mistakes, misjudgments or cause losses due to changes in business environment. As a result, directors may face doubts from the shareholders or even litigations. Business judgment rule has often been invoked in these litigations by the directors or the courts. With the endorsement by some local courts, business judgment rule has become one of the most important bases for the judgment and has influenced the law on directors' accountability. In view of this, this article introduces the application of business judgment rule in Germany and the U.S. for reference. In both the American and German legal systems, there is a certain degree of similarities and differences in the application of the business judgment rule. First of all, this article introduces the development of the business judgment rule in the U.S. and Germany. This article then discusses the influence of the business judgment rule on the lawsuits in the U.S. and Germany and the preconditions for its application. Finally, this article presents the judicial opinions and scholarly views on the application of business judgement rule in Taiwan and then puts forward the author’s personal view on whether or not the business judgment rule should be codified in Taiwan’s company law. |