Civil Liability of Corporation's Wrongful Act from Investor Protection's Perspect :A Study of Coporate Assets Embezzlement.

• Main Authors: LIN,MING-JYUN, 林孟君
• Other Authors: TZENG,CHIEN-JIUAN
• Format: Others
• Language: zh-TW
• Published: 2018
• Online Access: http://ndltd.ncl.edu.tw/handle/qe7fs9

碩士 === 國立高雄大學 === 財經法律學系碩士班 === 106 === When a company is in a financial crisis, business operators often engage in tunneling by misappropriating company funds. More often than not, they raise money through debt finance in order to fulfill the massive amount of investments needed for establishing or expanding a company. But if there is insufficient capital after financing these projects, companies can easily face the problem of insufficient cash flow, leading to bounced checks and other consequences. Business operators take advantage of this window and embezzle funds belonging to the company, essentially committing the crime of embezzlement. Since embezzlement is a new form of crime, the existing legislation in Taiwan related to this problem is far from sufficient. It is not uncommon to see innocent investors who know little about the operation and financial standing of a company allow the person-in-charge transfer company assets to themselves or to certain individuals. Creditors end up bearing the consequences of embezzlement as it renders the business a shell company which is at the same time deep in debt. All in all, the embezzlement laws in Taiwan are mostly contingent policies. As the economy grows and companies scale up leading to higher investment amounts, the problem of embezzlement will not only give rise to a volatile capital market but also threaten the stability of the financial system. Furthermore, this type of cases is commonly categorized as criminal cases. Civil claims for compensation are rarely handled separately. The court usually relies on the facts identified in the criminal case before handling any civil claim for compensation. Unfortunately, the financial claims filed by victims are usually urgent in nature. In light of the above, this article attempts to provide a legal definition of the relationship between investors and investees from an economic point of view using the market theory analysis. It is to establish a legal foundation that will allow investors to file a civil request on the basis of a legal agreement, which overcomes the inadequacy of today’s legislation.