Basic Research on Civil Responsibility of Senior Officers of Cooperatives

本课题研究的是非营利组织特别是合作社高级管理人员的民事责任问题，合作社是具有法律的人格的非营利组织，实行社员有限责任原则。合作社存在着一些法律的问题和结构问题。第一，合作社成员可以自由退出，并要求偿还其在合作社资产中的份额，尽管成员的责任有限。在这一点上，应该有一个关键的论点，反对判例法，承认合作社的资产增值的现值。第二，合作社可以收取费用，从其成员，尽管成员的有限责任。但这意味着在有限责任原则和成员的费用责任之间进行某种权衡。第三，合作社由于其股份的不可转让性，在所谓的公司治理上存在结构性缺陷。

In this research project, I have studied the civil responsibility of senior officers of non-profit organization, especially cooperatives.The cooperative is an organization which is a non-profit association with a legal personality and a principle of limited liability of members. There are some legal and structural problems of cooperatives. Firstly, members of a cooperative can retire from it freely and require the pay back of their shares in assets of a cooperative despite of members' limited liability. At this point, there should be a critical argument against the case law which admits the appreciation of assets of a cooperative by current value.Secondly, a cooperative can collect money for expenses from its members despite of members' limited liability. But this means a sort of trade-offs between a limited liability principle and members' liability for expaences. We should reexamine the concept of expenses.Thirdly, a cooperative has a structural defects on so-called corporate governance because of non-transferability of its shares.