论公司董事权的对内权属性

On Nature of Internal Right of Company Director

依照我国现行公司立法,除董事长和执行董事所享有的公司代表权外,公司董事权主要是一种对内权,即基于委任关系而产生的董事权,主要是解决董事在公司内部,其中主要是在董事会这一集体议事机构内的权利行使问题,一般不具有对外效力。

In accordance with present company law in our country, except the external representative right enjoyed by chairman of board and executive director, right of company director is mainly a kind of internal right, that is to say, it is produced on basis of procuration relationship, mainly to solve the question of director＇ s exercise of fights in inner company and in board of directors, the collective debate institution, which generally does not have the external validity.