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Turbina I.A. Conditions of Civil Liability of Director of a Business Entity

Inga Aleksandrovna Turbina
Postgraduate Student, Department of Civil and International Private Law,
Volgograd State University,
Base Department of Southern Scientific Center of the Russian Academy of Sciences
This email address is being protected from spambots. You need JavaScript enabled to view it.  
Prosp. Universitetsky, 100, 400062 Volgograd, Russian Federation


Abstract. In the civil law the basis of civil liability is recognized as the commission of an offense by liable entities. The offense as a legal fact has its own structure, which includes both subjective and objective elements or conditions. The article investigates the conditions of civil liability of directors of business entities for damages to the company in accordance with modern jurisprudence, the analysis of which shows that the losses to society can be expressed as: unreasonable seizure / inefficient use of funds, reducing the profits of the company, violating the terms of requested information to shareholders, the conclusion of a bad bargain, credited himself premiums or increase in salary without a decision by the board of directors, does not disclose information subject to mandatory disclosure in the securities market, improper bookkeeping in a society that is not listed to the budget by the due date taxes and etc.
In the current legislation the bases, conditions, and the mechanism of accountability of executive bodies of economic entities in general is regulated only in the most general terms, and by using a variety of valuation concepts, leading in practice to a wide range of opportunities manifestation of judicial discretion, generating lack of uniformity and consistency in the resolution of a category of disputes.

The author concludes that there is a tendency of law enforcement agencies to facilitate the proof of loss, as well as to simplify the design of tort composition necessary for attracting the director of economic society to justice: the plaintiff must prove the existence of the circumstances, evidence of bad faith and (or) unreasonable actions / omissions of directors entailed adverse consequences for the economic society at present.

Key words: civil liability, conditions, business entities, executive body, litigation, recovery of losses.

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