| The structure to govern companies is a system, which coordinates the rela-tionship between stockholders and other people interrelated in interest. This system involves activities in commanding, controlling and encouraging. Being a key issue in modern company system, it has become one of the focuses of the world's attention in recent years. I lowover, much remains to be improved for the structure existing in China today. Therefore, it is of immediate significance to give thoughts on the improvement of the structure.In order to analyze and solve the problems better, this article, first of all, gives von some the relative knowledge concerning the structure to administer a company. In the thenry on the emergence and development of the structure, the separation of investment and operation is regarded as a presupposition to make the structure emerge and grow while the existence of agent cost and the advancing of the concept of common interest help to make the structure go further. Of the basic principles to establish the structure, these, including arrangement of capital and principles of equality, efficiency and principle of fairness, and the principle of separation of powers and checks and balances, arc the most important ones.The second part of the article provides you with a brief idea of major problems existing in the structure and also some analyses of the cause. These problems may be summarized as follows:1 . In the respect of stockholder's right, it may be indicated mainly by the fact that the right of the holders is not well protected, and that that of state -owned holders is not properly exeteised.2. In the respect of supervision, it is very common that the supervision from the internal pait of the company is dying out slowly and that from the external is gotting weaker and weaker.And finally, in the respect of operation and management of the company, directors and managers cannot exercise their power effectively with staff and workers kept away from the operation and management. There are many reasons for them. But from the angle of law, the primary ones are:First, right, duty and responsibility are not fully specified legally, thus making the right protected insufficiently.Secondly, legal articles formulated lack feasible features. In other words, they are very hard to be put into practice. In addition, there is no good mechanism to look into the cause of the accident, and procedural rights of the victim are not well protected.Finally, in the design of content, not enough consideration is given to the raising of elfi-ciency of the company brought about by the legal system.In the last part, the article deals with the legal conception to improve the structure. Owing to the different position and function in the company for the different organizations and personnel associated with the company, the emphasis on legal adjustment is different.As for stockholders in China, especially, those medium or small, the emphasis should be put on perfecting (Company Act) to protect their rights. With regard to special state-owned holders, legal efforts should go to making clear the principal part of investment, reducing, it possible, the number of state -- owned holders, and optimizing the way to exercise holders' rights. To exercise a better supervision over operators, the supervision committee should be entrusted more rights legally, and enjoy a duo degree of independence in appointment and removal of personnel, and the use of money. To I lie external supervision, channels should be extended legally to exercise supervisor ship externally. Make more efforts to improve the system of publishing information so as to enable external supervisors to get adequate and real information. In some cases, both law court and administration department should be allowed by law to use public rights to exercise their supervision over the behavior concerned. For directors and managers, to urge them to do their work well, we should, in the design of the legal standard, try our best to keep the board independe...
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