The Research On The Legislation Of The Internal Surveillance System In Our Company Administration

The internal surveillance system of the company administration mainly refers to the surveillance of the board of supervisors to the board of directors and manager and the surveillance of shareholders to the shareholder meeting and the surveillance of the board of directors to the execution trustee and manager. The internal surveillance system of the company administration originates from the principle of company interior authority establishment separating and balancing. In order to protect owner's benefit, the modern company, as the enterprise form with separation of the property rights and the domination, confirms the structure of administration with separation of power in law. This kind of authority system is the authority mutual surveillance in fact. Under the influence of the development of economy and the capital market, companies in our country are supervised by the interior surveillance system mainly, which supervise the companies with the interior authority arrangement and the system design.The new company law executed in 2006 has reformed the original board of supervisors system and has established independent trustee system in the public company formally, hoping overcomes the weak point of the board of supervisors. Whether the compatible system which includes the two kind of different surveillance system of independent trustee and the board of supervisors is successful? Whether it suits our national condition? Theorists still do not have the conclusion at present. Therefore, what pattern we should choose and how to construct the internal surveillance system which is established in the new company law is very important for constructing the scientific and effective internal surveillance system, which can carry out the enforceable supervision to the execution trustee and manager in company and guarantee the maximum benefit goal of the company and all shareholders.Beginning with the board of supervisors, which is the special internal surveillance system in company, this article inspects the national situation of the internal surveillance system of the company administration and the different models in foreign laws through the comparative and analytic methods. Then, the article presents some suggestion for the improvement of the models of the internal surveillance system of the company administration. At last, it makes a research for how to construct the internal surveillance system of the company administration.