Research on the Institutional Improvement of Independent Directors'Civil Liabilities
Under the reality of the lack of supporting mechanisms,the joint and several liability of independent directors does not match the obligations.Excessive legal liability for independent directors is also inconsistent with the purpose of civil liability.Based on the theoretical basis and practical prob-lems of the civil liability of independent directors,and according to the logic of matching responsibili-ties and obligations and balancing risks and benefits,it is necessary to construct a subject-differentiated and typological responsibility identification framework for independent directors,and improve the two-tiered liability limitation paths of shareholders'meeting resolution and commercial judgment rule pro-tection,liability insurance and limit compensation bottoming to construct a scientific and reasonable civ-il liability system for independent directors.
independent directorsmisrepresentationproportional joint liabilitylimits of liabili-tydirectors'liability insurance