The Improvement Of The Company's Internal Supervision Mechanism In China Under The Typological Thinking

The internal supervision mechanism of a company is an important part of corporate governance structure,which is also the key to effective corporate governance.The basic institution of the internal supervision mechanism in China is the board of supervisors,while the listed companies are additionally inquired with the independent directors.However,practice has proved that if we just divide the companies into limited liability companies and joint stock limited companies and make further laws on such a division,there can be problems.When we first create such a dichotomy,we hold the view that the limited liability companies are for those small and medium-sized enterprises,while the joint stock companies generally have a large number of shareholders as well as a wider impact.The truth is that nowadays the two types of company are getting more and more similar.It can be wrong if we still emphasis on the differences between them only.It seems that we have made the limited liability company as an origin while the joint stock limited company a transformation,for which we have to raise the requirements for the former so as to satisfy the latter.In another words,we have to treat a closely-held company with small-scale in a way that we have designed to treat a public company,ignoring its need for autonomy.Besides,it has also failed in improving the supervision even we set both board of supervisors and independent directors in a listed company.The problems above seem so complicated,but they all come to a common pointthat the rigid mandatory rules can be hard to meet the various supervision requirements,moreover,they raise unexpectedly new problems.To break the situation,we can learn from the France and Japan ways.In these two countries,they let the company itself to choose an internal supervision mechanism that fits it most.For example,in Japan,a company,when making its own articles of association,is allowed to choose from several internal supervision mechanism as long as it meets the certain requirements in scale and openness.In that way,a company is granted an appropriate self-government,without being out-of-control or over-controlled.The independent director system represented by the United States and the supervisory board system represented by German,as well as the traditional supervisory board system in China and Japan,all come to be a part of such a selective supervision mechanism.Each supervision mode is formed with its certain historical background,equity structure,corporate culture and so on,therefore,it seems impossible to find out a single supervision mechanism that perfectly fits all the companies in the world.The best way we can find is to construct a selective supervision mechanism,and that,will be the goal I try to accomplish in this thesis.By comparing different types of supervision mechanisms and reconsider the division of companies in China,a match between supervision mechanisms and company features is reached.Making the law a reference or a guide,offering multiple supervision mechanisms and objective advice to the companies,having them to make the choice on their own,that is how the selective supervision mechanism is to go on.