Study On The Listed Companies Monitoring System Based On The Coporate Governance Theory

Market economic system has not been established in China and security maket is still on the beginning stage. Governance system of listed companies needs strenghthening and completing. There are many corporate governance problems, for instance, fake information disclosure, relation transaction and"tunneling"of blockholders to the listed companies, and as a result, the companies will encount the bankrupty and the privilege of stockholders will be invaded.In this background, the content of the dissertation is: the monitoring system on the listed companies. Monitoring system is for the companies to monitor and control the behavior of management through the system establishmenet or external market and management mechanism. As so far, the research achievements are very abundant and the research scope is broadening. The beginning of the dissertation is the literature review on the specific research topic, for instance, the relationship of the structure design of directors board, the role of institutional investors, control market, ownership struture, capital structure with the monitoring system.Based on the research achievements of researchers, the dissertation has represented the operational framework of internal and external monitoring system. External monitoring system includes the capital market, manager market and product market, as well as other stakeholders. Internal monitoring is the important stakeholders, such as stockholders, board of directors and board of supervisors, and it is the monitoring to the behavior of management of listed companies. In this framework, through different ways, different stakeholders as monitors intervene and influence the monitoring and control on Chinese listed companies in the different extent. Stockholders meeting, directors board and supervisor board are the internal monitoring system, and control market, manager market, product market and other stakeholders, for instance, banks, employees, government, and security regulation committee are the external monitoring system. The reform of shareholders right splitting from 2005 is an vital reform in China captial market, and the ownership structure will take a great change, so the chapter 4 analyses the influence of reform of share splitting on the ownership structure of China listed companies, as well as the monitoring problems that will take place. After the reform of shareholders right splitting, holding shareholders will take actions on the capital market, the benefit of management will take accord with benefit of listed companies, institutional investors will become the important one, and merger and acquisition will become more and more. The effect of this reform on the corporate governance is: control problem of holding shareholders can be restrained; internal control problem may be strenthed; shares totally circulats; and block shareholders reduce their share, and it is beneficial to the governance structure of China listed companies, but it is also due to the protection of law to the benefit of shareholders, and the development of capital market.Chapter 5 emphasize on the emprical analyze of director board and institutional investors'monitioring on the listed companies. Modern corporate governance structure is the three grades and two aspects structure of shareholder meeting, the board of directors, management, and the board of supervisors. The board of dirctors is the important part in the corporate governance structure, and the role of the board of supervisors is the core of research. The regression result shows that there is no significant relationship between profit index and director board, supervision board and institutional investors, so it reflects that the monitioring system of China listed companies is not regular and on the beginning phase. Debt ratio as the control variat is significantly negative relation with the company profit. The bigger the debt ration is, the worse the company achievement, and the monitoring role of debtor can not be seen. The debtors of listed companies in China is mainly commercial banks owned by state, and it manifests that banks have played the little role in the monitoring to the listed companies.Establishing effective corporate monitoring mechanism is the important issue of many countries, firms and researchers, but the the corporate monitoring systems of many countries differ each other dur to the historical tradition, culture background and law system. So it is necessary for them to learn each other. Chapter 6 compares the characters of two main monitoring mechanisms: market-oriented with network-oriented mechanisms, by this means the dissertation tries to seek the effective method on how to improve the monitoring mechanisms to Chinese listed companies. External monitoring dominant system is based on the maximization of shareholders wealth, and America is typical; internal monitoring dominant system is based on the stable block shareholder, and Japan and German are typical. According to the historic character and current status of the monitoring mechanisms of Chinese listed companies, the dissertation argues that the integrated corporate monitoring mechanism is a realistic choice, that is, basing on the healthiness and consummation of internal monitoring mechanism. The dissertation suggests that we should at the same time develop the external monitoring mechanism, such as the control market and manager market and so on, and emphasize the monitoring role of banks and other internal stakeholders.Basing on the former chapters, the last chapter gives the integrated suggestions on how to improve the monitoring mechanism of Chinese listed companies, abide by the thinking of empirical framework of monitoring to Chinese listed companies and the integrated corporate model of monitoring. The essay discusses how to consummate the shareholder meeting, the board of directors and the board of supervisors; develop active institutional investors; strengthen the monitoring of capital market and bank; establish the effective manager market. The aim of consummate the corporate monitoring system is to establish the responsibility and penalty system based on the maketability, and consummating the internal monitoring system is more important when the external monitoring system can't play effective role.