The Corporate Governance Research Of Commercial Banks Of Main Developed Countries

The commercial bank, as special enterprises, its company administration structure is quite concerned by each side. Different from responsibility according to different interest subject rights, the commercial bank of main developed countries has formed two kinds of more typical company governance modes: the market-oriented mode of market represented by Great Britain and America, the investors-oriented mode represented by Japan and Germany. On the bases of the research of the two modes, this paper pointed that the two modes will assimilate each other. This paper is divided into five parts altogether, the structure and contents are as follows: First part, sums up and summarizes the basic theories of the company governance mode of commercial bank of main developed countries, establishes the theoretical foundation for launching the discussion how commercial banks of main developed countries govern. The contents include: Firstly, introduce the intension of the company governance of commercial banks. Though the theory establishment has not unified the intension, we can conclude through the expressions of many researchers and institutes: the purpose of the company governance is for cost reduction; the core is how to deal with the commission–agent relation that is produced because the interests of the owner and operator are inconsistent, on condition of that ownership is separated from power of management. As special enterprises of currency dealing, the governance of commercial banks is particularly important Secondly, summarizes the theory: modern property right theory, modern enterprise's theory including enterprise's agreement theory and commission–agent theory, interest relative theory. Thirdly, points out the particularities of the company governance of commercial banks. These are: (1) the company governance of commercial banks not only include paying more attention on the interests of the shareholders but also the relatives. (2)The goal the company governance of commercial banks is not only to maximize the company's value, but also include the security and healthiness of commercial banks. (3) Emphasize the quality of directors and senior executives. (4)Because the function of managing the mechanism of outside is limited, the design that the commercial bank manages the mechanism should lay particular stress on the inside and manage the mechanism, discretely uses the outside to manage the mechanism. (5) The financial regulator should play a positive role of governing commercial banks. Second part, introduces the market-oriented mode of market represented by Great Britain and America. Firstly, the high scattering of the stock right structure is highly scattering and flexible. This is mainly determined by economic system of the allowing unrestrained freedom of the bank. Its result is to manage the mechanism to weaken inside the bank, form the situation of insider control. Secondly, introduce the internal mechanism the commercial banks of Great Britain and America. They follow the balance of decision-making, execution and supervision and are divided into three levels: shareholders' meeting, board of directors and CEO. The characteristics of the internal mechanism are: (1) Strengthen the independence of the board of directors, set up different committees inside board of directors for help the board of directors carry on decision better. (2) The directors of the bank are divided into internal and external directors. (3) External audit system. (4) Encouraging salary plan. Thirdly, introduce the inside mechanism the commercial banks of Great Britain and America. The security market of Great Britain and America is highly developed, the internal mechanism is weakening, independent director effectives limited, so governances of commercial banks of Great Britain andAmerica are realized through external market. Particularly, the mechanisms of the market-oriented mode are: (1) Shareholder's appraisal on operator's working performance of the bank concentrates on the index of the profit. (2) The external merging. (3) Interest sharing of executives and shareholder. (4) Motion of shareholders' meeting. Third part, introduce the investors-oriented mode of the commercial banks represented by Japan and Germany. First of all, the stock right structure of the commercial bank mostly relies on the fact that institutional investors hold share or hold share each other, the scattered individual investors are relatively few. The bank is in the key position. Secondly, introduce the internal. Because the security market is under-developed in Japan and Germany, the stock right structure is more centralized, so the shareholder and creditor implement the control mechanisms of initiative or enthusiastic. Internal mechanism is the key point. Commercial banks in Japan and Germany are mainly made up of board of supervisors and board of directors. The internal mechanisms are: (1) The control power of the bank is controlled by big shareholders and creditors. (2) The appraisal on the bank of the shareholder and creditor lays particular emphasis on the sane and long-term development managing. (3) The appraisal on such senior managers as president etc. focuses on the sane and achievement that the bank deal in. (4) Encourage laying particular emphasis on executives with the salary, bonus, and salary. (5) Choose with engagement from the bank the selecting of such executives as the president etc., seldom choose on banker's market. (6) Shareholder and creditor should be on their own when Banks are in troubles. Thirdly, the external mechanism is weak. Fourth part, compare the two modes. Firstly, Similarities are: (1) Keep up the competitiveness of the enterprises. (2) Clear information exposure, collection and analysis. (3)...