On The Corporate Governance And The Protection Of The Interests Of Shareholders

North, the representative of new economic history, pointed out that efficient economic organization is the key to economic growth in "The Rise of the Western world". Due to company has great efficiency on economy as demonstrated, it is the reason why countries in the world of universal value and widely used as a form of economic organization. The company's efficiency depends on the efficiency of the company's access to resources and the use of resources, in particular, a company limited by shares. It can raise large-scale social idle funds, and through internal checks and balances of democratic decision-making body set up to make scientific, rational norms of operating to high input and output efficiency, so as to have a huge macroeconomic impact.Many factors have effect on efficiency of the company,for example internal management structure and external environment. However, the good operation of the company depends on the system of coordination and cooperation, in other words, the corporate governance system is to determine the efficiency of the company's fundamentals. As a modern form of major economic organizations, how to improve the operational efficiency of its operation is increasingly becoming the promotion of economic growth and development of key issues. Shareholders are indispensable conditions for the establishment of the company. They are both the provider of financial and the important participant on corporate governance.It will have an important impact on the foundation of the company's system if shareholders'interests can not get adequate legal protection. Moreover, the degree of protection for shareholders is not only related to the immediate interests of individual shareholders, but also the company's retention or abolition of the system itself, and will spread further in the company's employees, managers, consumers, creditors, customers trading, located residents, government and even the whole society. To make the company is a tool not only for profit for shareholders, but also for the services for the other stakeholders, how concerned about the interests of shareholders in the corporate governance is both a theoretical basis points and the main elements of corporate governance.This article will focus on the subject through three chapters. Chapterâ… is about the meaning and the objectives of corporate governance, and chapterâ…¡dicuss interests of shareholders and the model of the corporate governance ,and chapterâ…¢is on the problem in the corporate governance and how to improve it. With the methodology of ecnomics and law, the paper come to conclusions that the corporate governance is a mechanism to safeguard the shareholders,and to check and balance the company's interest.Without the achievement of the interests of shareholders and the company, the other stakeholders'interests would be difficult to guarrantee.Through the theoretical analysis on the meaning and the objectives of corporate governance in Chapterâ… , We can clearly see that corporate governance is a comprehensive concept whatever in economics and law ,its'core issue is what is the company's target or to achieve the interests for who.The new company law of the P.R.C, in particular, emphasized autonomy ,and protection of the shareholders and stakeholders'interests in the corporate governance. Under the guidance of these ideasthe, new law further improve the corporate governance structure.Chapterâ…¡dicuss that protection of the interests of shareholders is the main content of corporate governance. From the corporate governance framework, we analysis the special featrues of market-supervision model, represented by Britain and the United States, and shareholders- supervision model, represented by Germany and Japan. In spite of the corporate governance includes internal governance, also known as the corporate management structure, and external governance in practices and theoretical research, but the current development situation at home and abroad tell us that to strengthen internal governance is more greater in improvement of corporate governance. In corporate governance, through rational distribution of power resources, improve management and supervision of operators to control the power configuration, leading to the healthy functioning in order to achieve the company's business objectives and ultimately maximize the interests of shareholders, depending on the the system of coordination and cooperation. At the same time, it can not be separated from the main governance - shareholders, board of directors, board of supervisors, managers, employees and other stakeholders. The division on the reference and scope of corporate governance's main parts not only determines the purpose of corporate governance, but also on the effectiveness of corporate governance.From the view of the corporate social responsibility, chapter III analysis stakeholder theory, and conclude that the legislative arrangements which corporate governance objectives should also take into account the interests of the stakeholders are not fundamentally deny the value selection that the purpose of the company is achieve the interests of shareholders to maximize. Shareholders not only the company's owner, but also an important participant in the corporate governance. Even if the legislation had been taken into account the interests of stakeholders, but few of them have important authority to control in the corporate governance. Corporate governance system is arranged around the protection of the interests of shareholders and carried out. As a result, how to ensure that the interests of shareholders, especially the vulnerable groups as small and medium-sized shareholders, is the core issue to be solved in the corporate governance.Chapter III give some proposal for the drawbacks in corporate governance in our country, such as the irrational ownership structure, out of balance of mechanism to protect the legitimate rights and interests of shareholders; the great disparity between general shareholders and holding shareholder; non-haronious relatio between board of directors and executives; the implementation of a lack of institutional shareholders values; lack of management incentives, and so on. First, the implementation of diversified equity and diversity of investors; the second is to improve shareholder rights and the protection of the rights of relief mechanism ; third, standardize and improve the operation of the board of directors; fourth is to improve the incentive and restraint mechanisms to manager; fifth, strengthen the role of the board of supervisors; six is that making workers are in corporate governance. As a result, corporate governance structure will be the sustained, stable development of the institutional basis of company, improve their operational efficiency, and promote economic growth.The effectiveness of corporate governance has become an impact on the country's economic competitiveness. Corporate governance has become a long-term corporate goal. It is a systematic project. As the corporate governance involved in all aspects of society, showing a wide range of subjects of interest, it needs for further exploration in practice how to make the corporate governance structure of the internal control mechanism can play its role, as well as the existing external governance mechanisms can effectively address the issue of governance need for further exploration in practice.However, in economics and law point of view, the company's governance is a mechanism to safeguard the shareholders, the interests of the company's power distribution system and the system of checks and balances. Without the achievement to the interests ofshareholders and the company, other stakeholders who are ssociated with the interests of shareholders and the company will be difficult for the legitimate interests of security. Can corporate governance mechanisms have "form" and "content" in both or not, the key point is that shareholders as investors can play a role.Therefore, with the ignorance or disregard the interests of shareholders and the enthusiasm to participate ,the company, as an efficient economic organization, will lose its basis,and this will affect the country's economic growth.