Study On Directors' Duty To Corporate Creditors

With the development of market economy and the improvement of company system,modern company law is more and more inclined to protecting the creditors and the minority shareholders as well as other interest groups'interest,in order to develop the market economy stably and healthily.Among them,the system of directors'duty to corporate creditors is the key to protecting the interests of corporate creditors.China's legislation on the provision of this system has just emerged recently,and theorists on the directors'duty to corporate creditors also have made significant headway.However,comparing to the wholesome system of directors'duty to corporate creditors abroad,China's legislation and theoretics also has a great gap and limitation on this fact.Therefore,there has very important significance to establish of a sound system of directors'duty to corporate creditors as to improve China's corporate law and develop market economy stably.First of all,this paper analyzes the directors'duty of care and fiduciary duty,and then emphasizes the reason of liability of directors to creditors.On this premise,this paper introduces the system of the common law and civil law countries on this theme,and compares the differences among them,then come to a conclusion that there has a great progress on this theme.Finally,on the basis of referring to foreign system,this paper analyzes the current situation and defects of our country'provisions on this system.Last,combining with the national conditions of China,this paper conceives a proposal to establish and improve our country's system on directors'duty to corporate creditors.