On The Secretary Of The Board System Of Legal Transplantation

The board secretary system in our country originates from the company secretary system of common law system. The development of the company secretary experienced a process from a common servant to an officer with extensive responsibilities in a company, and the company secretary system is admitted by other countries gradually. The company secretary has relative independence. During the company secretary fulfills his responsibilities, the operation of the company becomes more efficient and normative, which displays the values of efficiency and security.The reason why legal transplantation takes place is the valuable functions of the transplanted object. The board secretary system has the functions of testimony and surveillance, communication and coordination as well as assistance to supervising. It can improve the internal and exterior corporate governance. The system can be adopted in our country, which is feasible and necessary.The transplantation of the board secretary system in our country has experienced a process from passive adaptation to initiative transplantation. The board secretary system has been established basically in domestic listed companies. But the effect of implementing is not ideal and there are some problems, for example, the legal status is unworthy of the name, the authorities can't weigh the responsibilities, and the security value realizes unsatisfactorily. The reasons are as follows: the company legislation needs improving, the corporate governance need perfecting, traditional ideas influence and lead misunderstanding, and professional market system is lacked.The improvement of the board secretary system in our country should be separated into three parts. First, the core system of the board secretary should be perfected, which includes legislative suggestions of the legal status, qualifications, responsibilities and rights, duties and liabilities of the board secretary. Besides, the relationship between the board secretary and the organs of the company should be harmonized and the assistant system should be established in the company. Last but not least, the measures cooperating with the improvement of the board secretary system should be adopted.