商业判断原则与企业经营方式的选择

The Principle of Business Judgment and the Choice of Business Composition

从法律的角度分析而言,法律需要赋予企业董事相对善意且合理的商业决断保障,为此可形成以判例法规则为依据的商业判断原则。按照商业判断的原则,如果董事被认为是相对合理且相对勤勉的,即便其行为存在使得企业利益受损的情况,其也不应当受到责任的追究。随着我国公司法的不断完善,在公司法中也在不断加强与保护股东权益,商业判断原则有利于进一步完善与健全董事权益保护机制。

From the legal point of view, the law needs to give the enterprise directors a relatively good and reasonable business de- cision guarantee, so as to form a commercial judgment principle based on the rules of case law. In accordance with the principle of commercial judgment, if the director is considered to be relatively reasonable and relatively diligent, even if the behavior of the exist- ence of the interests of enterprises damaged, it should not be held responsible for the investigation. With the continuous improvement of the company law in China, the company law is also constantly strengthening and protecting shareholder rights and interests, and the principle of business judgment is conducive to further improve and improve the protection mechanism of directors＂ rights and interests.