A Comment On The Comparison To Rights And Liabilities Of Directors And Supervisors Between The Straits From The Company Governance View

Company Governance is really an amazing domain! In the recent 20 years, as a result of fast development of the world economy, the various governments, the economical scholars, the legal experts have all experienced tendency and the various interaction of enterprise, and all kinds of problems it raises in the society, thereupon the experts start to pay more attention to the Company Governance, in which the complicated interaction system between the company performance and the organized participants are being discussed. In a simple view, it is because there are all sorts of big malpractices or the event in the stock market, and a set of reasonable explanations must be established. The theory of Company Governance origins from US, and then truly affected other national market systems only in recently ten years. US stock market has its own characteristics and the social backgrounds, but the Company Governance also responds the government management, particularly the power balance skills that American legal professionals employed in the capital market to some extent.Since the reform and opening policy, the economical development has progressed by leaps and bounds, and also the economical intercourses with the various countries are getting closer day by day in mainland China. But when Asian Finance Storm occurs, we are also being involved in the event. We urgently need a more transparent and opening market, especially the high-level governance stock market after the entry into WTO and successfully been the host to 2008 Olympic Games, which makes the domestic and foreign investors feel relieved. However because we have experienced the economic system transforming process from a closed planning economy to the present opening market economy, each kind of economic subjects and affairs stream in the mainland China, such as the conflicts on the rights and obligations between the state asset representative, the market economy body and individual investors, this kind of performances are duplicating unceasingly in the domestic economical market, which creates quite affects to social stability and the domestic economical development. How to establish and improve the legal system in the relative areas in mainland China, how to maintain certain economical supervising and managing, and determine the pattern of company management, as well as safeguarding the investing populace's basic rights and interests, in order to guarantee the stable advancement of the market economy, these has become the earnest matter of concern. Therefore, the concrete question that the present paper supposed to solve is: the differences in legal system of the director and supervisor of corporations between mainland China and Taiwan area, then the author deliberates the experiences of the European and American countries, and proposed individual viewpoints and suggestion to the problems through the comparison.The full text is divided into four parts, the first chapter introduced that Company Governance originates from the development and the vicissitude factor in Europe and America countries, and the development in laws and regulations and administrative organ in mainland China and Taiwan area, in order to understand the present variation of it and make sure of the development tendency in the future. In the second chapter, the author mainly elaborates the same stipulations to trustee supervisor on the rights and obligations between both straits, and the particular laws and regulations produced by different social development conditions. In the third chapter, through the comparison on the rights and the obligations, the author separately presents the differences in the law formulation and the actual supervising and managing between the Straits, then the author goes to the cases comments on the Company Governance in public issues in the overseas stock market by the China Aviation Oil Corporation Ltd in the overseas as well as the actual court award in Taiwan Area, and lastly explained the importance of Company Governance in the company running and management. In the fourth chapter, the author summarizes the present law system of trustee supervisor, and makes the simple analysis and the suggestion from the existed flaw of Company Governance and unifying formerly different viewpoints. Through this kind of comparative analysis, the author deliberates different national legislation experiences and different opinion and each theories, consummates the stipulations to the director and supervisor in mainland China, in order to make it keep pace with the footsteps in Company Governance in the world for mainland China.