論經營判斷法則之實務見解

On the Business Judgment Rule in Practice

經營判斷法則（business judgment rule，又有稱之為商業判斷法則）為公司法上之重要原則，於我國法上不僅有諸多文獻加以探討介紹1，亦為實務多所引述運用2。

This article explores the relevant legal issues that arise when Taiwan's courts apply the business judgment rule. The article begins with a discussion of the state of Delaware's business judgment rule and proceeds to analyze the elements of the rule and its application in Taiwan courts and the plausibility of applying it in criminal cases. Particular attention is given to how courts apply the business judgment rule, with the misunderstanding of the “informed decision” element, to review the substance of the relevant decisions. Leading court cases decided in Taiwan are reviewed and analyzed, and recommendations are proposed.