Summary  摘要

在現代公司中，公司的治理模式發生了變化，實現了公司所有與公司經營的分離，董事是由公司股東會在勞動力市場選聘。在這種治理模式中，董事組成董事會在公司的概括授權下經營管理公司，這種活動是董事運用自身的專業知識和專門技能作用于公司的生產資料實現的。董事經營管理公司的活動是具有勞動法意義的勞動，董事與公司之間的法律關系在這個過程中產生了。董事與公司之間的法律關系是勞動法律關系，而且是一種特殊的勞動法律關系。

In modern companies, the company's governance model has changed, and the company achieved all separate company, the directors by the shareholders of the company will be hiring in the labor market. In this governance model, the Board of Directors of the Management Company are summarized in the company's authorized use of this activity is the director's own professional knowledge and expertise to act on the company's production to achieve. Director of management company's activities are meaningful labor law legal relationship with labor, between the directors and the company generated in the process of. Legal relationship between the directors and the company's labor relations law and labor law is a special relationship.

III.Conclusion: The director of labor relations and the companyIII.結論：董事與公司勞動關系
 

Relations director with the company labor relations law , but because of the company 's directors as managers in the company has a status different from ordinary workers , which led to the relationship between labor law and the company 's directors have the particularity. Social systems theory perspective, a person may have a variety of different identities and roles in society , the status of the directors in the company 's directors decided to have a different role. With respect to the company , the directors are shareholders of the company will be hiring behalf of the company , the management company of the workers ; relative to the company's general laborer ( hereinafter referred to as general laborers ) , the directors authorized in accordance with the company's management arrangements outlined general workers labor on behalf of the company exercised its use for human rights, is the company 's general manager of workers ; this is the duality of Directors that the dual nature of the labor director and director of the dual nature of identity . Duality director of labor, is the director general of workers according to the company's management company engaged in licensing arrangements for labor , which is working for the company , is one of the activities of their management company ; However, relative to the general worker , is to manage behavior. The dual identity of the directors , the directors of the composition of the Board is the management company , including the arrangements for managing general laborers labor tasks , is a director of the company to complete the work delivered , so the directors are laborers ; However, in general it seems their labor workers subject to arrangements for the management of the Board, therefore , the directors are managers . Taiwan scholars Shi Shangkuan that hire people who have the same time as a servant , for example, contracting foreman , the studio head , division head , business people and other family inside the palace , which they used for auxiliary workers to hire people , and for those companies was servants . That is why we believe that the relationship between the directors and the company 's labor relations law and labor law is a special relationship . This specificity qualified workers mainly in the running of directors , the directors and the company 's labor relations law , labor rights and obligations of directors and the Managing Director of the configuration with the company to produce labor disputes and other aspects .

 

Qualified workers means that citizens become laborers must have a statutory prerequisite. This collectively on the qualifications of workers labor law , labor rights and labor capacity , including its ability to conduct joint determine the scope of citizen participation in the labor relations law and the enjoyment and exercise of labor rights and assume and fulfill the scope of work obligations. Qualifications of workers affected by two factors , namely the ability of labor rights and labor capacity . The so-called ability of labor rights , the law means that citizens can enjoy labor rights and assume the obligations of qualified labor . It shows what can become citizens legally entitled to labor rights and labor obligations which the bearer . The so-called labor capacity , means that citizens are able to exercise the right to work legally eligible to work and fulfill the obligations of their own behavior. It shows what can become a citizen legally exercise of labor rights and labor which fulfill those obligations . Only citizens of their ability to work in the national interest to achieve the required level and social interests , and can freely dispose of their own conditions , and will have to be confirmed by the labor law labor capacity . The ability of citizens to conduct labor by age, health , restrict freedom of intellectual and behavioral factors. A natural person , provided they have the ability to labor rights and labor capacity can become a laborer labor law. But the director employed by the company , according to the company's authorized management company , which is required of high integrity and management company specializing in knowledge and expertise . Good conduct of the directors, outstanding expertise that decides whether they can play this role. In other words , management is a complex and specialized labor, not everyone can engage in this work.#p#分頁標題#e#
 

Board of Directors of the management company , have a qualified labor labor law , but the Act also made ??them more stringent eligibility requirements . Theory is believed that director qualifications generally include positive and negative eligibility qualifications two kinds. The former is a requirement to serve those who must have the condition , such as nationality, age and other qualifying shares ; which means that once it can not serve as a director with restrictive conditions, such as conduct conditions , specific identity , part-time prohibition . States actively director eligibility requirements mainly in age, qualification shares and nationality three areas. First of all, basically all countries require directors shall have full capacity , some countries place restrictions on the age limit , such as France , " Shoji Company Law" ( 1994 Revision ) and the United Kingdom Companies Act 1948 . On the issue of qualification shares held certain that includes early British company law, such as Japan held a negative to say , the legal requirements and regulations shall be imposed for the shareholders of the company directors ; addition , Germany and the United States to take a compromise approach to this requirement autonomy to the company , the directors agreed to allow the company by the articles of association must be shareholders of the company , but the law does not make forcing . Finally, on nationality, only a few countries , Sweden , Switzerland, the provisions of this . The so-called negative qualification generally refers to people who have some special circumstances , may not serve as directors of the company .

Negative qualified to make provision for directors , company law is the general practice countries , such as Japan, " Business Law " stipulates that interdicted or prospective interdicted person , restoration of rights without being declared bankrupt person may not serve as directors of the company . Countries in the Act satisfied eligibility requirements for directors negative , mainly in the following areas 1 , with certain offenses not yet concluded who have committed certain crimes or sentences not exceeding a certain period after the expiration of those who can not serve as a director ; 2. incapacitated person with limited capacity , not as a director ; 3 , engage in certain specific occupations , such as military, civil servants , notaries and lawyers ; 4 , supervisors can not serve as a director of the same company . Now the provisions of Section 147 provisions " of the following circumstances shall not serve as the company's directors, supervisors and senior management : ( 1 ) no civil capacity or with limited capacity for civil conduct ; ( 2 ) due to corruption, bribery, embezzlement of property , misappropriation of property or destruction of the socialist market economic order, and was sentenced to punishment , sabotage of , or a person who has been deprived of political rights expire less than five years ; ( 3 ) as the liquidation of the company , the company's director or director , manager, the company , the company's bankruptcy personally liable , since the company less than three years from the date of completion of the liquidation of bankrupt enterprises ; ( 4 ) as a result of illegal business license revoked , ordered to close companies, corporate legal representative , and personally liable , since the company , the revocation of the business license from the date of less than three years ; ( 5 ) persons who have a large amount of debt due and outstanding " in . under the "Board centrism " model of corporate governance , directors of the board management company , their behavior directly affects the interests of the company and the shareholders of the company , in an important position in the company, so qualified workers is different from the general director of workers labor qualifications.#p#分頁標題#e#