Legal risks of members of the board of directors in the corporate governance system

This master's thesis is devoted to a comprehensive study of legal risks arising in the activities of members of the board of directors of a corporation. The work is relevant in the conditions of increasing responsibility of these subjects and the lack of clear criteria of their proper behavior in the legislation. The study considers the genesis and peculiarities of the formation of the institution of the board of directors, the specifics of interaction of its members with the company, shareholders and creditors. It analyzes the principles of conduct of directors in Russia and Germany, types of liability (civil, administrative, criminal), to which they can be brought. Special attention is paid to the identification and systematization of risks of the activities of board members on various grounds. The ways of management (mitigation) of these risks, including organizational, legal and other measures, are proposed. Based on the results of the study, a matrix of risks of members of the board of directors of the corporation is developed, structuring the relevant information. The conclusions formulated based on the results of the work can be used as a theoretical basis for further research in this area.