Journal of Northeastern University(Social Science) ›› 2022, Vol. 24 ›› Issue (2): 100-108.DOI: 10.15936/j.cnki.1008-3758.2022.02.012

• Law • Previous Articles     Next Articles

Reinterpretation of Directors' Duties and Liabilities with Artificial Intelligence Intervening in the Board of Directors

CHENG Wei   

  1. (School of Law, Tsinghua University, Beijing 100084, China)
  • Revised:2020-10-28 Accepted:2020-10-28 Published:2022-05-18
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Abstract: The realistic application of artificial intelligence intervening in the board of directors is mainly to assist and enhance the decision-making mode of the board of directors. The dominant position of human decision-making power has not changed, but the environment and ecology of decision-making have changed. The problem of duty evasion and fuzzy responsibilities of board members becomes more prominent. The traditional fiduciary duty content and liability mechanism for the breach of trust cannot accurately respond to the impact of intelligent algorithm, so it is necessary to reconstruct the duty system and liability mechanism. In terms of the update for artificial intelligence after the intervention of company law mechanism, on the one hand, the supervision as well as faith duty strengthening and the synergy of its compliance duties into concrete will be conducive for the board of directors to realize the corporate governance performance and the continuous execution of duties. On the other hand, the objectivity of responsibility identification and the determination of specific responsibility subjects will provide guidance for possible adverse consequences.

Key words: artificial intelligence; fiduciary duty; directors' supervision duty; compliance duty

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