Research For Corporation Directors Nomination System

Corporation limited company can be said the most widely used form of organization inmodern economy. The board of director in it has the irreplaceable position, which is also thecore of corporate governance structure and the highest control system. Naturally, the norms oflaws and regulations are necessary to that. With the further development of corporategovernance, internal control mechanism, pay much attention to the monitoring role played by"shareholders" in corporate governance, so as to achieve the balance of interests in thecompany. In China, the equity structure of "a single big one" was created due to the specialhistorical background, and at the same time, legal, political and social cultural environmentmake directors nomination lots of problems in practice. The biggest one is that directors’nomination rights was controlled by controlling shareholders and seriously threat to thesesmall and medium shareholders’ interests. Directors nomination as the first step to producedirector, is the key step too. Directors who own this right in certain extent decide thecandidates on behalf of their interests can enter the company’s board, preside over thebusiness decisions. Director nomination highlights its importance in the board which has thecore position today. And of course, whether in theory or in practice, existence of the system isreasonable. In theory, the existing theories foundation of nomination system is analyzed fromboth democracy theory and economic theory aspects; in practice, it is an important means andinevitable choice to improve corporate governance, enhance the board’s effectiveness andindependence, and protect the interests of small and medium shareholders. This paperdiscusses the guiding principle, concrete system construction, and the related systemimprovement based on investigation of United States directors nomination system to constructour country’s. Also states the qualifications that candidates should have from knowledge skills,moral level and personal characteristics aspects. Only pre-procedure for the final directors bestricter in the nomination phase, can choose more outstanding and more responsible directorscomprehensively. And it is the only way to form the best board, so that the corporategovernance structure can be harmonious, and realize the company interests’ maximization.