주식회사 이사에 대한 책임추궁방안 연구 - 독일 주식법 규정을 중심으로 -

If the directors violated their duties and that resulted in the damages of such corporations, director should compensate for those damages. In principle, the corporation preserves the right to demand compensation against the directors who caused the damages. But if the corporation doesn’t claim against the concerned directors, the minority shareholders could do it for the corporation. Under the German Stock Corportion Act, the corporation’s creditor also could bring a suit for the corporation. If the creditor could not obtain satisfaction from the corporation, the corporation’s creditor can make a claim for the corporation in their own name and up to the amount of their claims against the directors who are subject to the indemnifications. But the directors who are subject to the indemnifications could compensate those damages not only to the corporation but also to its creditor, by which they are relieved from the obligations. The creditors doesn’t preserve any priorities over the corporation and its creditors. If insolvency proceeding were initiated over the corporation’s property, the creditor cannot make any more claims for the corporation. Therefore, creditor’s right to resort the corporation’s claim is meaningful only when the filing for initiating insolvency proceeding is rejected.