A Study Of The Harmonization Of The Model Of Corporate Governance

Corporate governance is an important system that ensures the enterprise fosters and exerts its core competitive power and obtains competitive advantage. The competitive power of the enterprise decides the national competitive power, so the study on the corporate governance has great theoretical and practical meaning.This paper systematically studies the tow representative modes of corporate governance that are the market-oriented systems and the network-oriented systems in America-England and Germany-Japan by the comparison, normal and empirical analysis. There are distinct differences in equity structure, the types of stockholders, the internal governance structure, incentive mechanism, outside governance means, employee participation and design of goal of corporate governance between America-England model and Germany-Japan model.America-England market control model and Germany-Japan organization control model can be viewed as a pair of substitute system arranges. Controlling corporation by market mechanism is favor not only of protecting stockholders' interests but also of allocating scarce resources and promoting whole economic development. But effective direct control mechanism can settle agent issue and correct management failures inside corporation, saving governance cost and improving governance efficiency.If we regard the function of corporate governance as the mechanism of allocating resources inside corporation, which is the optimal model regresses to an old and popular argument about the comparison of efficiency between organization and market resource allocation. Neo-Institution School argues that the essence of enterprise is a substitute of market, so leads this issue to microcosmic lay. Because the argument mainly focuses on how enterprise depends on market mechanism while it allocates resources inside corporation, this issue becomes a practice problem from a theory problem. So we ought to study the choice of two manners and the ascertainment of balance point.Modern capital structure theory indicates that capital structure based on the optimal financing model minimizes agent cost, here governance model is the optimal. This paper thinks that the equity structure and financing structure are the footstone of corporate governance and decide the manner, aim, function and running performance of corporation. So we think that the equity structure and financing structure is the root of forming of the different types of the models of corporate governance and the basis of the construct of the model of corporate governance in China.The economic globalization leads to the internationalization of corporate equity financing, dispersion of equity structure and organization of the types of stockholders, and this pushes the convergence of the principle and the model of corporate governance. The convergence of the internal structure of corporate governance is affirming the board of director center doctrine, stressing independency of the board of directors, attending finance supervision and emphasizing employee participation in different countries. The using for reference to outside means of corporate governanceis the popular of take-over, shareholder and creditor litigation in different countries.The paper puts forward a few of opinions on constructing the model of corporate governance of China. That includes constructing comparatively concentrative equity structure, establishing the dominant station of legal entities shareholder, strengthening the independency of the board of directors, enhancing supervisory validity of supervisory board, definituding the approach of employee participation, breeding the market for corporate control and pushing shareholder and creditor litigation. The paper breakthroughs the bondage that the traditional corporate governance only limits to the inside structure balance of corporation and advocates the comprehensive corporate governance through the inside organization structure, outside market competition and shareholder and creditor litigation, so the paper forms a full system...