What is the rule of business judgment?

In the United States, the rule of commercial judgment is an aspect of the Act on Business case law, which states that the Board of Directors of the corporation will not be responsible for the mistakes it makes if the decision has been made in good faith. The idea of ​​this rule is that business inherently includes decision -making, which may be of a controversial or risky nature, and that directors 'board of directors may not be able to act freely if they have to be constantly interested in the action for shareholders' lawsuits. The whole assumption of the rules of business judgment is based on the idea that members of the Board of Directors always work in the best interest of the company. In addition to being legally obliged, they are interested in maintaining a company in good financial health, because their reward is often based on performance.

The decision must be made in good faith, it must be reasonable and must be made at the conviction that it has been made in the best interest of the company to apply the rule of business judgment. For example, sprayThe Council could spin a low -performance unit, because they believe it would be best for the company to sell this brand to try to revive it. The shareholder could believe that this decision was bad, but the members of the Board of Directors could not be questioned if they could prove that they were acting in good faith, that the choice was correct for the company and their decisions were reasonable and reasonable according to industry standards.

Members of the Board of Directors are obliged to care for the parent company. If there is a belief that there has been a mistake, a shareholder or, more often a group of shareholders, may be submitted to the court. The rule of commercial judgment is used to review drought cases to determine whether people have a suit. If so, the Board of Directors will be responsible for the decisions they have made and asked to prove their justification.

Some people questioned the rule of trade judgment according to the argument that it effectively isolated members of the Board of Directors before responsibilityand that it can be abused. In 2009, there were several lobby attempts to re -evaluate the rule because of such standards allowing dubious business practices that contributed to the global economic collapse that began in 2008.