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Although Director��s challenging administration caused property damage, which was caused by an inherent risk unveiled, we need to mitigate interpretation. In this point of view, there��s an opinion which is limiting breach of trust considering business judgment rule when judging director��s occupational breach of trust. But there are many problems, especially in practical uses, to limit challenging administration for breach of trust.
Business judgment rule is for considering that there��s no breach of fiduciary duty when the director had had intention to profit their own company and had done his fixed duty. Repeatedly, business judgment rule is for suggesting standards for breach of fiduciary duty, and it is to limit director��s responsibility for breach of trust when the loss was unintended.
Occupational breach of trust is illegal only when it��s intended and damaging the company. If the damage was due to an negligence, breach of trust couldn��t be concluded.
When judging corpus delict is concluded or not, the negligence is in complemental relationship with intention. Repeatedly, negligence is complementally judged when the intention was denied. So, it is not reasonable when there is no intention because there was no negligence. Because, in the field of intention, the intention is precede before the negligence.
Occupational breach of trust can be denied applying business judgment rule in following case : Director had done the best for company profits. But when the case was done by intention, the principle cannot be applied. Because the principle is the standards of judging company��s damage whether it impaired duty of care or not in a premise that director haven��t intended to damage one��s company. So, the principle, in fact, cannot do its role to limit the intended breach of truth.
For limiting the breach of truth, rational interpretation in corpus delicti of the breach of truth is needed considering uncertainty of a company��s administration, such as changes in financial situations. For example, in the breach of trust, the damage can be interpreted as a relative or long-term concept, or for the intention, intention to damage theirselves.