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Study On OECD Principles Of Corporate Governance

Posted on:2005-09-16Degree:MasterType:Thesis
Country:ChinaCandidate:D HuFull Text:PDF
GTID:2156360152456859Subject:International Law
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Corporate Governance is the determinative aspect in the company system. Economic globalization has become a main trend for the development of world economy. And the mechanism of Corporate Governance should also be developed and consummated to be seasoned with such a trend. These years, many countries, international organizations and enterprises have had their own principles for Corporate Governance, which make significant sense to the practice of Corporate Governance. Among these principles, The Principle of Corporate Governance constituted by the Organization for Economic Co-operation and Development (OECD) is the most widely influential one. This dissertation introduces the contents of The OECD Principle of Corporate Governance, discusses the conception of Corporate Governance by the means of economics, history, comparison, induction and deductive method, analyses different kinds of mechanism of Corporate Governance. And at the very end, it also discusses the problems existing in the structure of China Corporate Governance. This dissertation is divided into five parts, and the main points are as follows: The first part is to advance the Corporate Governance problem. In this part, the author mainly presents the theory, background and conditions of Corporate Governance. The main reason for the Corporate Governance problem is that the commission and deputy relationship between the owner and the operator of the company which is set up under the condition of separation the ownership and the right of management. Hereby, the big problem in the mechanism of Corporate Governance is how to set up an effective and reasonable mechanism to maintain such a relationship and realize the maximal interests of related parties. Corporate Governance theories should be developed along with the development of the modern company theories. Accordingly, the research for Corporate Governance should aim at these newly emerged problems in the company area since 1970's. The second part is to discuss the conception and meaning of Corporate Governance. In a narrow sense, Corporate Governance is a kind of structure arrangement and limited to internal controls, which is also a kind of supervision and balance mechanism of the owner to the operator. In a broad sense, Corporate Governance is a kind of omni directional mechanism for system, which involving a wide range of interest-related parties. Such mechanism is combined with both internal control and external control and aims at the realization of the maximal interests of all interest-related parties. Furthermore, the purpose of Corporate Governance is to realize the conversion from power balance to scientific decision, from structure control to mechanism control. The third part is to introduce the legislation actualities of global principles for Corporate Governance and the background of the OECD Principle of Corporate Governance. The research for Corporate Governance rised globally in 1980's with England as origin and the three reports as the beginning. Afterwards, many countries bring out their own principles for Corporate Governance. The Organization for Economic Co-operation and Development built up by thirty main industry developed countries also rised The Corporate Governance Principle in 1998 which has a wide influence. The fourth part is the main part of the dissertation. This part introduces the contents of OECD Principle of Corporate Governance in detail and compares the relative provisions in different legal jurisdiction. First, the basic problem of Corporate Governance is the protection to the rights for shareholders. The exertion of the basic rights, especially the voting right for shareholders, is the basic method to realize the right of Corporate Governance. Second, an important principle in the mechanism of Corporate Governance is to treat the level-same shareholders in the same way, whose main content is to give shareholders equal procedure rights in litigation and voting. Third, emphasizing the importance of the interest-related pa...
Keywords/Search Tags:Principles
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