| It has a long history about Supervisory Board System, and there are severaldifferences in its regulation and development among different countries. As acompany’s supervision mechanism, it plays an important role in company’s gooddevelopment. However, due to the failure of company’s supervisors in practice, how toperfect the system of board of supervisors becomes an urgent topic. The author believesthat keeping this system is correct.But its function has not been fully shown. What isthe reason? What is the mechanism of this system? From which aspects can improve itseffect in China? This article will study these issues and hope to get some solutions.In addition to the introduction and conclusion, this paper includes the followingsections:The first part is the basic of the system. In this part, firstly, the author introducesthe basic concepts of board of supervisors, the characteristics of the board and thesupervisor’s power. Then, the author tells us the emergence and development of thesystem, including the board of supervisors system’s theoretical foundation and thesystem’s development processing. Finally, the author also briefly summarizes somecurrent views whether the system should be preserved or not.The second part, through researching the overseas system of board of supervisor’slegislative, the author learn that they have important significance to Chinese system ofboard of supervisor’s legislative. In this part, the author mainly refers to westerncountries’ legislation, including Britain, the United States, Germany, Japan and Taiwan.After that, the author gets some ideas on their enlightenment to our legislation.The third part, the author gives an overview of China’s board of supervisor’ssystem operation and reasons. In this part, firstly, the author gives a total judge on thisissue and makes empirical analysis. Then, the author continues to analyze these reasons.The author summarizes the causes including five aspects: the lack of independence ofthe board of supervisors and guarantee mechanism, the obligations and responsibilitiesof supervisors are not clear, the board of supervisors of incentive mechanism is notperfect and no clear division of the board of supervisors and independent directors’function.The fourth part, the author points out the necessity of perfecting the supervisionboard system and the principle that should follow. In this part, the author firstly put forward to the necessary, then, the author put forward to four principles about perfectingthe system of board of supervisor should be followed. They are legal performanceprinciple, proper operation principle, fair principle and full responsibility principleThe fifth part, the author puts forward some legislative proposals upon there-construction of China’s board of supervisors system. In this part, the author putsforward the overall planning to perfect the system of board of supervisors, and on thisbasis, the author further puts forward some specific measures to perfect the system ofsupervisory board in China. |
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