Study On Prohibition Of Business Strife Of Corporate Senior Manager In China

As a preventive measure to protect the company’s trade secrets,the non competition system has been widely accepted by the laws of various countries and fully applied in the company management practice.As the main business management of the company,the company executives are generally listed as the main applicable objects of the non competition system because they have a lot of business secrets and other business information.The non competition system of company executives is the most core,the most widely used and the most representative system in the non competition system.It is of great significance to study the non competition system of company executives for clarifying the theoretical system of non competition system in China and solving the problems existing in the current non competition system.This paper attempts to analyze and put forward the corresponding views and suggestions from the perspective of the conflict of rights and interests between employers and employees,the unequal protection of the rights and interests of senior executives,and the difficulties of judicial relief in the application of the system,so as to promote the improvement of the system in China.The first chapter is the theoretical basis and evolution of the system of prohibition of business strife of senior executives in China.This chapter provides a theoretical basis for the analysis of the following chapters.It analyzes the theoretical basis of the traditional non competition system,such as the theory of duty of loyalty,the theory of agency cost,the principle of freedom of contract and so on.It thinks that the theory of duty of loyalty is too vague and broad,has a strong personal attachment and inequality,and conflicts with the principle of equality advocated by modern law.Based on the theory of duty of loyalty,the construction of non competition system for senior executives in China determines the inequity in the application of non competition system.This paper holds that the system of prohibition of business strife among senior executives should be adjusted as a kind of equal commercial transaction relationship,which should be followed by the theory of agency cost and the principle of freedom of contract,supplemented by the principle of contract justice.The second chapter is the analysis of the conflict of rights and interests between the two sides in China’s top management non competition system.The conflict of rights and interests between employers and employees in the system of prohibition of business strife,and whether the rights and interests of employees,such as senior executives,can be restricted in order to protect the interests of the company,have always been the core issues in the study of the system of prohibition of business strife,which is related to the legitimacy and rationality of the system of prohibition of business strife.In this chapter,from the perspective of economic analysis and traditional legal analysis,it argues that as long as the market transaction cost is low enough and the company executives and the company are in the premise of equal transaction,there will be no conflict of interests between the two sides in the non competition relationship,and even Pareto optimization can be formed.When the market regulation mechanism fails,the law must seek the balance point of the protection of the rights and interests of both sides,so as to make the company’s executive non competition system constitute the optimization of cardo Hicks.The non competition system focuses on the protection of the company’s trade secrets and other rights and interests,or focuses on the protection of the labor rights and interests of the company’s executives.The benefit value brought by the preferential protection of the system is not enough to offset the negative impact,which makes the total of the rights and interests of both sides and the whole society decline.As for the traditional legal analysis of the conflict of rights and interests in the system of prohibition of business strife,the academia has not yet formed a unified view.Its theoretical development is increasingly tending to protect the rights and interests of both sides equally.We should not favor one over the other.We should find a reasonable limit of the system,which is essentially the same as the direction of economic analysis.The third chapter is the analysis of the unequal protection of the rights and interests of executives in China’s top management non competition system.This chapter analyzes the specific problems in the practical application of the system,such as liquidated damages,compensation,the right to rescind the agreement,and points out the unequal protection of the rights and interests of both sides in the current system,which echoes with the previous chapter,in order to make the system more effective through the detailed adjustment of the system The system can return to an equal and reasonable limit.The fourth chapter is the analysis of the problems in the judicial relief of the system of prohibition of business strife of senior executives in China.From the perspective of judicial practice,this chapter argues that in order to return to the reasonable limit of equality,it is necessary to limit the scope of application of the non competition system,further clarify the boundary between the protection of the rights and interests of the company and the protection of the rights and interests of the company executives,and clarify the relationship between the company’s trade secrets and the obligations of the company executives.The fifth chapter is the suggestions for the improvement of the system of the prohibition of business strife.Through the analysis of the theoretical basis and specific practical problems in the previous chapters,this chapter puts forward some suggestions on the improvement of the company’s top management non competition system in China,and holds that the company’s top management non competition system should be classified as the unified regulation of the commercial system,so as to avoid the conflict between the unclear function positioning and the practical application caused by the legal regulation in different fields.It also puts forward specific suggestions to improve the specific problems pointed out in the previous chapters.It thinks that the applicable conditions and scope of the system should be limited,the compensation system of non competition should be regulated by the principle of equal compensation,and the senior executives should be given the right to rescind the non competition agreement,so as to make the senior executives and the company more harmonious by giving the senior executives more right to say "no" It can realize the equality of legal status,and then realize the equal transaction,play the regulatory role of market mechanism,make the company’s top management non competition system tend to the best balance point,and realize the reasonable and equal protection of the rights and interests of both sides in the company’s top management non competition system.