Research On Supervision And Restriction System Against Directors Performing Their Functions And Powers

In the modern corporate governance structure, the power center has changed from the board of shareholders to the board of directors. This change is a inevitable demand in the courage of corporations pursing managerial efficiency, rationanlization and specialization. But the weakness of the board of shareholders' powers, the establishment of the board of directors' leading position and the expansion of the directors' powers at the same time mean that leagal rights of corporation, shareholders, creditors are easily infringed by directors abusing their powers. Therefore, the lawful and effective restrictive system against directors' powers has become a very important issue to be solved, and it can' t be avoided, either.At present, in our country' s corporations the board of shareholders and the board of supervisors exist in name only, the director' s duties are formulated little, and the civil relievable measures against directors violating theirresponsibilities are lacking. For these reasons, the effective restrictive system in corporate governance structure isn' t set up really.In this dissertation, I based on our country' s present condition and corporations' managing practice. After introducing the successful experiences about supervisal styles of main countries and districts in the world, some suggestions on how to perfect the supervision and restriction which are from the board of supervisors , the shareholders, the creditors over directors performing their functions and powers are put forword. And some advices on how to strengthen the civil relievable measures against directors violating their responsibilities are risen. So that, the perfect restrictive system over directors' powers will be set up.