| Nearly four decades of reform and opening-up, the private economy high speed development, made outstanding contribution to the national econom y, private listed company’s excellent performance, cannot leave the internal st andard, perfect, good corporate governance. The board o f directors is the co re member of the corpo rate governance, it is directly related to the co mpany’s performance and the interests of stakeholders. The research achievements of this paper applies weian li, behavior, the board of directors operation, from the directors, the organization structure and the independent director system from four aspects of the new sea appropriate shares the company’s board of directors governance problems and cause analysis, and put forward the governance on the basis of the optimization countermeasures.Research significance of this article can be summ arized as the following three aspects: first, for the new sea app ropriate shares the com pany’s board of directors governance optimization recommendations. Secondly, for the private listed companies, especially in the early stages of the private lis ted companies, on the board of directors governance for reference. Finally, for the optim ization of board governance study provides a theory platform.This paper studies the basic contents in clude two aspects: first, the new sea appropriate joint-stock company overview of board governance. Mainly includes the new sea appropriate introduction of corpora tion and the board of directors, the new board governance structure should be co. LTD., as well as the new sea appropriate shares the company’s board of directors governance problems from three aspects of content. Second, the appropriate new sea sh ares the company’s board of directors governance problems analysis of the causes. For new sea appropriate shares the company’s board of directors governance prob lems, this article from the directors, the board of directors, boar d of directors operation anal ysis of the organization and the independent director system from four aspects, a co mprehensive in-depth analysis of the existing problems cause of board governance.In this paper, by analyzing the new sea approp riate shares the company’s board of directors governance problem s and th e causes, puts forward the new board governance optimization countermeasures should be co. LTD., main conclusions are as follows:First of all, establish a scientific and effective mechanism of incentive and constraint, suggest new sea appropriate company considering from two aspects of incentive and constraint.Second, improve the system of information disclosure, it is suggested that new sea consider appropriate corporation from the f ollowing three aspec ts: first, to strengthen the directors, s upervisors and senior m anagers and related personnel to the relevant laws and regul ations of learning; Sec ond, a clear division of each department, strengthen the responsibil ity consciousness; Third, to strengthen monitoring, strengthen the understanding of disclosure of infor mation timeliness requirements.Again, optimize the composition of the board of directors, it is suggested that new sea proper corporations consider from the followin g four aspects : first, suggested that the new sea appropriate company outside directors and internal directors set according to the proportion of 3:2; Second, it is suggested that new sea appropriate joint-stock com pany chairman and general m anager, respectively by different personnel as; Third, it is suggest ed that new sea appr opriate joint-stock company strengthen the board secretary’ s senior m anagement, standardize the procedures of appointment and rem oval of board secretary; Fourth, it is suggested that new sea appropriate optimization technical committee organization co., LTD.Finally, a sound system of independent dire ctors, it is sugge sted that new sea appropriate corporation to im prove the i ndependent director selection mechanism, establish a mechanism for the assessment of the independent director. |