A Study On The Legal Issues Of Corporate Governance Of Financial Holding Company

As an important form of organization of modern financial business, financial holding company is the product of financial innovation. It's also the form of organization of financial institution under the background of financial globalization, which plays an important role in the international financial industry.There is a serial of financial holding companies in China, such as the CITIC Holdings. And the research about it is plentiful in the law and economic theories, which includes the concept, the character, the form of organization, the risk control, the external supervision and so on. But the research on the internal governance just carried out in the economic theory, and there are few fruits in the domain of law. The on-going legislation hasn't defined the position of financial holding company, and the legislation about its governance structure is also very deficient, which brings great obstacle to the development of financial holding company, and does great harm to the stabilization and security of the financial industry of our country.This thesis is divided into 4 parts. The first chapter is about the theory of corporate governance and the governance of financial holding company. It analyzed the connotation of corporate governance, and set out the meaning of putting forward the problem. Then it defined the concept, character and kinds of financial holding company. It point out the peculiarity of the governance of financial holding company. So we should not only pay attention to the character of its "financial" but also the "holding".The second chapter analyzed the transform of the financial system of our country and the development of the financial holding company in China. It made a summary introduction of the financial system first, and then analyzed the history of the development, kinds, and characters of the financial holding company in China.The third chapter clarified the defects of the legal system of financial holding company in China. For example, the legal system is not perfect, the structure of title is single, the ownership is absent, the general meeting of stockers can't present the great majority, the structure of the board of directors is unreasonable, supervision of the board of supervisors is hard to be effective, lack the measure of restraint and the information disclosure system, the openness of the management of the corporation is insufficient and so on. The fourth chapter is the essential part of the thesis, which mainly discussed the perfect of the legislation. It analyzed the values of the financial legal system: efficiency, security and justice. And then brought forward the principle of legislation about the corporate governance of financial holding company: give priority to efficiency with due consideration to security. At the last the thesis put forward some other legislative advises such as improve the structure among the general meeting of stockholders, board of directors and board of supervisors, reinforce the protection to the middle and small stockholders, intensify the information disclosure system, etc.