Research On The Compensation System For Directors' Resignation In The Case Of Dismissal Without Caus

China’s company law and related laws and regulations regulate the compensation for directors’ termination,but the mechanism of compensation for directors’ termination in the case of termination without cause is not perfect.Therefore,the article intends to discuss the ways,compensation amount and legal procedures of directors’ severance compensation under the circumstances of uncaused termination,taking into account China’s judicial practice and overseas rule of law experience,in order to explore a more perfect supporting mechanism for directors’ severance compensation in line with China’s national conditions and legal system,to promote the balance of interests of companies and directors,and to provide strong protection for building a business environment under the rule of law.In the first part,we analyze the current situation and existing problems of the director’s termination system under the circumstances of uncaused termination.Due to the lack of specific provisions in China’s laws,there are still many problems in the operation of the system in practice,including the conditions of application of severance compensation,determination of compensation,procedural safeguards,and remedial mechanisms,etc.,which need to be analyzed individually in the context of specific cases and proposed as universal as possible to improve the scheme.In the second part,we analyze the conditions of directors’ severance compensation in the case of dismissal without cause.This includes the determination of "just cause" for dismissal,which is a prerequisite for the application of the severance compensation system,and the objective evaluation of the dismissal of directors through the internal evaluation system of directors’ performance.In the third part,the determination of directors’ severance compensation in the case of dismissal without cause is discussed.In practice,there are different types of termination compensation mechanisms for directors who are dismissed without cause,including termination indemnity,reputation maintenance,and equity compensation.The article will focus on the analysis of the main factors of severance compensation with relevant cases,including the length of remaining term,the level of director’s remuneration and the decision of seniority compensation.In the fourth part,the procedural safeguards for directors’ severance compensation in the case of termination without cause are analyzed.In order to prevent directors from being arbitrarily granted severance compensation,the basic procedures of severance compensation must be regulated to ensure the reasonableness and legality of directors’ severance compensation.At the same time,it is necessary to strengthen the supervisory function of the whole process supervisory committee,to protect directors’ rights and interests such as the right to information,the right to representation and the right to bargaining,and to refer to the application of directors’ weighted voting rights under certain circumstances.In the fifth part,the relief mechanism of directors’ severance compensation in the case of uncaused termination is discussed.Through the establishment of internal complaint mechanisms and safeguards for directors’ rights and interests and the improvement of judicial remedies for severance compensation,reasonable remedies are provided for directors who are dismissed without cause.