On The Power Operation Of Chairman Of Solely State-owned Corporate And Legal Constraint

The good performance of Solely State-owned Corporate has always been a majorproblem of the country because of the special legal attributes and corporate governance. And the crux of the matter is how to regulate and restrict the operation of powers of the board's chairman.That the chairman of the board is at the core of the corporate's authority results from the designing defects of our coutry's company law system. The chairman has the supreme powers of decisions and managements,but there is no effective mechanism to regulate the exercise of the chairman in the corporate. The authority awards must accompany with the authority restrainting, and no binding power will inevitably breeds corruption. So we must build the new mechanisms in the existing law system to prevent the power expansion and disassimilation movement. And this also has great theoretical and practical significance of sound corporate governance.The fist section is the theoretical foundation of the whole article,which compare the Solely State-owned Corporate to one man company, state-owned enterprise and government executive and get the result that the corporate is a special one man company. Based on this result I study the special legal status of the chairman and finally draws a conclusion that the special legal status of the chairman is the premise to obtain the massive non- statutory powers and to abuse of authority powers. The second part of the article which is based on the fist part analyzes the source of chairman's power, which include legal powers, powers that the Communist Party of China organization gives and powers of administrative officials derivatives. Legal powers are provided by laws and regulations. In order to develop the leadership function the Communist Party of China organization gives the chairman powers which can manage staffs and participate in the corporate's important decision. Powers of administrative officials derivatives are the chairman's administration management power which gives by the state-owned property management organization . After the above analysis, this part gives launch analyses and illustrations to the chairman's power' alienation management from internal performance and external performance. The third part of the article has been investigating the reasons of chairman's power running alienation in three aspects.The agency problem, controlling problem and client problem resulted from the special corporate governance is difficult to be overcomed for the corporate and the chairman will abuse powers inevitably. The consociation function of political power and administrative power push the chairman of the company to the peak of powers, making the chairman's power alienation a irreversible trend. The uselessness of the supervisor turn to make the chairman possess a power directly but need not implement an obligation and undertake a responsibility. Finally, the fourth part of the article based on the existing company law system framework redesigns the power 6f supervision and controlling mechanism by re-constructing the legal mechanism system from the power source and management, reforming the board of trustees and the board of supervisors, and improving internal and external constraint mechanism ,and so on.