理事의 信賴保護의 原則

Abstract

Directors of corporation owe the duty of care to the corporation and its shareholders, In accoradance with the duty of care, a director is required to act in good faith and in a manner the director believes to be in the best interest of the corporation. The two basic function of the corporate directors are decision-making function and oversight function. Regarding the violation of the former duty of care, they were harmoinzed between the necessary discretion by the rule of business judgment and reasonable compliance to the directors. But the latter violation was treated with usual negligence. At present, we have concentrated limits regarding the duty of care. It is important to Make an internal control system and an efficient operationg system that is the duty of chief executive officer and the corporate board.