The Research On Reconstruction Of Supervisory System In China

In fact, the company’s Board of Supervisors is accompanied following AG generated. Co., Ltd. is a limited liability company. Co., Ltd is actually a kind of limited liability company, whose difference from an ordinary limited liability company is it usually has a lot of contributors and the share is often small. The large number of shareholders means the shareholders cannot participate in hands-day operations like shareholder of ordinary Corporation Limited company.It is impossible to produce together to discuss a business decision with hundreds or thousands of shareholders. individual shareholder’s small amounts of shareholders also means that the shareholder only has little control over the company. Therefore it gives birth to the emergence of the team of professional managers. The company’s concession and ownership begin separate. The business decisions is not directly made by the company’s shareholders’, while managers employed by the shareholders do not have ownership of the company.In the case of separation of ownership and Concession,how to ensure the professional operate the company actually on shareholder’s behalf? Supervisory system come into being.Board of Supervisors in accordance with the law, elected by the general meeting, the board is paralleled with and supervise the Company’s board of directors.For the Corporation, the Board of Supervisors must be established; but the limited liability company with smaller number of shareholders may have one or two supervisors, no board of supervisors.Supervisory Board members are usually elected by Shareholder, Rights of the Supervisory Board is from shareholders.But the Board of Supervisors should also be the Spokesperson for creditor in deep internal affairs.In modern society, the interests of the workers and the company are closely related. Any company can not be exactly work in the principle of maximizing the benefit of the shareholders,but should seek a balance between shareholders and employee benefits. Supervisory Board as the company’s supervisory authority, must also stand on the worker’s position on the company’s operational decisions supervision, must safeguard the interests of employees.China’s current "Company Law"51-56Clauses Provide proportional representation, supervisors generation method, avoidance system supervisor, supervisor tenure, terms, Supervisors meeting cycle and so on. the requirements for state-owned companies and AG Supervisory Board have also been specified. In practice, however, the Board of Supervisors is useless in our country. The Performance is Specifical in the lack of independence of the Supervisory Board, the inadequate legal authority for supervisors incentive and restraint mechanism is not perfect, the independent directors and the supervisory powers conflict.Looking at the Board of Supervisors of the world’s major countries and regions.German model can be referred to as the "three would mode." That is the general meeting and the German trade union bodies elected Board of Supervisors and the Board of Supervisors and the Board of Directors selected through open recruitment methods, the Board is responsible for handling the daily management of the enterprise. The Board of Supervisors is the host authorities. Another important feature of the German model is ubiquitous bank supervisors. Moreover, Germany pioneered the inclusion of the Supervisory Committee of the Workers mode. Japanese model can be called " parallel " and "one system" optional mode." Parallel " means that the shareholders will have the board of directors and the supervisory board, the two are parallel, by the board of supervisors to exercise oversight responsibilities of the Board."One System" refers to a company with no board of supervisors, but made under the supervision of the legality of the board’s audit committee of the Executive Board of the business and appropriateness. In addition, Japanese companies as well as accounting supervisor in the supervisory system. In China, Taiwan, the Companies Act, shareholders will choose a supervisor of the Company by the shareholders. Companies must have at least one supervisor in the domestic fixed residence. The relationship between the company and the supervisor, is the principal-agent relationship in civil law.Comparing similarities and differences between the world’s major countries and regions of the supervisory system and learn the successful experience of the reconstruction of supervisory system,then proposed recommendations. The main way of Reconstructing the Supervisory Board are Broaden the sources of the Supervisory Board members, Improve the access threshold Supervisor jobs, give broader rights of supervisors, distinguish powers of independent directors and supervisors, Establish procedures to make the Board of Supervisors and the independent directors constraint each other, change the mode of supervision and other aspects. This is of great importance in improving the company’s internal oversight mechanisms and to promote the development of the company system.