2023-13-2-160-021;(2020)鲁01民初1341号;(2021)最高法知民终194号

Tengzhou Machinery Manufacturing Co., Ltd. v. Li: Patent Ownership and Director Loyalty

The Supreme People's Court IP Tribunal held that a company director or senior manager may not use his office to transfer a company patent to himself for no consideration. If the transfer was not approved through the procedures required by the articles and cannot be justified as serving the company's interests, it breaches the duty of loyalty, is invalid, and the patent remains with the company.

Holding

The Supreme People's Court IP Tribunal held that a company director or senior manager may not use his office to transfer a company patent to himself for no consideration. If the transfer was not approved through the procedures required by the articles and cannot be justified as serving the company's interests, it breaches the duty of loyalty, is invalid, and the patent remains with the company.

Issues

duty of loyalty of directors and senior managersownership of company intellectual propertygratuitous transfer of a company patent to the insider personallyinternal corporate authorization procedures