Research On The Legal System For The Appointment And Dismissal Of The Directors In Solely State-Owned Corporations

In the social and economic background in which China has ushered in a new era,mixed ownership reform in terms of stated-owned enterprises has provided vitality for state-owned enterprises,and also brought opportunities and challenges to solely state-owned corporations.Due to the status and internal characteristics of the solely state-owned corporation,and the longstanding problems like integration of government with enterprise or internal control,etc.Solely state-owned corporations should make a breakthrough.The selection of directors can be used as an entry point for reform.The modification on the legal system for appointment and dismissal of the directors in solely state-owned corporations will help to select outstanding directors who will enter the board and remove those who are not suitable for the corporation.Meanwhile it can make the board of directors more efficient in decision-making and the governance of corporation will be more reasonable.The scientific design of the legal system for appointment and dismissal will also help to solve the problems of integration of government with enterprise and internal control.This essay takes the inspiration from the mixed ownership reform in terms of stated-owned enterprises as the starting point,bases on the status quo of the legal system for the appointment and dismissal of directors in solely state-owned corporations,through the analysis of laws,regulations,and other regulatory documents,uses the forms summarized,discovers that the current legal system for appointment and dismissal of directors is insufficient in both substance and procedure.According to this,the issue on director's appointment and dismissal can be divided into two aspects: the substantive regulations and the procedural regulations.As to the list of candidates,it is determined by the substantive regulations,including qualifications of directors,the source of directors,the number of directors,and the term of office of the directors.The question of how to enter into or withdraw from a solely state-owned corporation is determined by the procedural regulations,including the nomination,the selection,the resignation and dismissal,and the by-election processes.In summary,this essay proposes the modification for the appointment and dismissal of directors.The first is to speed up the transformation of the functions of State-owned Assets Supervision and Administration Agency,unify appointment and dismissal of directors of the solely state-owned corporation,to appoint and dismiss the process for administrative purposes,and to speed up the establishment of a directorial talent pool.Second is to optimize the directors' substantive rules for appointment and dismissal,including the requirement to supplement nationality and age,restrictions of parttime job,optimizing the structure of the board of directors and enhancing the independence of the external directors.Third,improve the procedures for appointment and dismissal of directors,strengthen the ownership of nominations,give full play to the functions of inspections procedures,enhance the status of dismissal procedures,limit the duration of service,set up an interim director system,and embed publicity systems.