摘要
目前,国外公司法大多规定董事违反法律、法规和章程而给公司债权人造成损害的,应承担赔偿责任,我国公司法也应明确作出该种规定。该种责任应是一种法定特别责任,具有法定连带和法定加重的特点。其责任构成要件应包含董事执行职务时主观上的故意或重大过失以及与债权人损害的因果关系。
In the overseas company law it has been stipulated that the directors should bear the liability to pay compensation when they violate the laws, regulations and articles and eventually bring about infringement to creditors of the company. This rule should also be clearly stipulated in the company law of China. The liability of directors for creditors should be a kind of legal, special responsibility with the characteristic of being legally joint and legally aggravated. The major components should cover the intentional or important fault on the part of the directors as well as the cause and effect relation between the intentional or important fault and the creditors' infringement.
出处
《长沙电力学院学报（社会科学版）》
2004年第2期44-46,共3页
Journal of Changsha University of Electric Power(Social Science)
