Thinking. Legal System Construction Of Ag Supervisory Board In China

Supervision is stipulated in the legislation of all the countries in the interests of shareholders. In most countries of the continental law system as well as in China. The board of censors is set up as the institution of supervision. But there are many problems in the system of the board of censors in the legislation and judicial practice. The board of censors hasn't taken effect. Therefore, the author makes some suggestions on the reform of the censor system of the joint stock company from the angle of legal economics, comparative law and legal explanation. Those suggestions are that we should not introduce the system of independent directors. The paper is made up of three parts besides the introduction and the conclusion.Part I: a review of the system of board of censors of the joint stock company. In the part, the author analyses the meaning of the board of censors. The theory of the separation and restriction of power and that of the agent cost are the theoretical foundation of the system of the board of censors. There are different legal patterns: the German pattern, the Angle-American pattern, the Japanese pattern and the French pattern. There are such principles to choose, design and evaluate the board of censors as the principle of the separation and restriction of censors, the principle of the guaranteeing the positive affect of the board of directors and the principle of protection the interests of the shareholders and other related.Part II: the present situation of the system of board of censors of the joint stock company in China. In the part, the author points it out that there are four faults in the present legislation of the board of censors. Firstly, we are short of the necessary independence of the board of censors; secondly, there are faults in the power of the board of Censors; thirdly, the necessary system of encouragement and restriction is short. Fourthly, the information and ability of supervision are short. There are all kinds of reasons for the present situation: the legislation, the political and environmental system, the legal environment and the unreason ability of the system of board of censors. Only when we understand the reasons can we improve the system by improving the legislation.Part III: the improvement of the board system of censors of the joint stockcompany. The part is the core of the paper. First of all, the author evaluates the system of the independent directors. It results from the centralized management of the company in the Angle- American law system. Its goal is to solve the problem of the shortage of the censorship of the company. There are three positive effects of the independent directors: Firstly, making suggestions on the policy-making; secondly, supervising the work of the executive directors; thirdly, working as a judge to the management. The negative effects are as follows: Firstly, the independence of the independence directors deserves to be doubted; Secondly, the supervision and policy-making of the independent director are short of the necessary information and time. Because of the two sides, we should improve the system of the board of censors and use the experiences of the system of independence censors. Therefore, the author believes that the system of board of censors should be improved as follows: Firstly, the organization and appointment system of the board censors should be improved; Secondly, the power of the board of censors should be improved; thirdly, the system of encouragement and restriction on the censors should be founded. Then, the author believes that the supervision system of the joint stock company is comprehensive so that we should improve the inner supervision system as well as the outer one. In fact, the inner supervision system is composed of four parts: Firstly, the supervision system in the board of censors; Secondly, the supervision system of the board of censors on the board of directors and the management; thirdly, the supervision of the shareholders' meeting, the board of directors and the board of censors. The four-...