Reformation Of China Stock Limited Campany Supervior System

This thesis studies stock limited company supervisor system by empirical , historical as well as comparative law methods. It firstly builds up theory,expounds all kinds of theories concerning company supervisors; secondly it narrates foreign supervisor system, compares content, background, characteristics of foreign countries; and then the paper discusses existing legislation,actual defects of China supervisor system, and propose reformation of China supervisor legal system.The first chapter introduces four theories involved in supervisor system of the stock limited company,including corporate aggregate govermance structure,separation of three powers, benefit attaching and stimulating and agentcy cost theory.The second chapter introduces supervisor system of foreign countries, including that of England,USA,Japan and Germany.The formation of these countries'supervisor system is the result of historical origin ,some unique legal systems suitable for condition of China should be used for reference.The third chapter analyses the existing laws and their practical defects.China supervisor laws,including Company Law,Listed Company Governing Rules,Guiding Opinion About Building Independent Directors in the Listed Company etc, are from different origins,and made by different state organizations.The reason why supervisor boards are of less independency and their performance is not satisfactory are analyzed,which explains the necessity for reformation of China supervisor system.The fourth chapter focuses on the reformation of China supervisor system.The existing supervisor legislation is general,difficult to implement,and supervisors do not function properly.The author proposes the establishment of specific and complete supervisor system,which includes the formation mechanisms of supervisor board, powers of the supervisors and their exercise,obligations and liabilities of supervisors.as well as resignation of supervisors.