The Relationship Between Board And Managers In Solely State-Owned Corporation

With the deepened economical reform, "the insider's control" has been the severe issue in our country's solely State-owned Corporation. Due to lack of supervisory mechanism, managers snatch overmuch right of corporation. Moreover, the function of board of directors is inefficient. So it make us to think: how to prevent the insider's control, and how to distribute the administrant right between board and managers .This essay just wants to do some research on these questions.This essay is divided into three parts as following:In the first chapter, it will analyze the definition of manager, as well as the meaning of relationship between board and managers. At the same time, it will discuss the problem in our country's solely State-owned Corporation, and the reasons of"the insider's control".In the second chapter, it will review different models of relationship between board and managers in different corporations. Specifically speaking, compared with different countries'Company Law, we put forward that the relationship between managers and board is called Delegable Model in the Publicly Held Corporation and in the Large Closely Held Corporation. However, in the Small Closely Held Corporation their relationship is called Cooperative Model. Further more ,based on different function it could specify another two models in Delegable Model .We nominate them Guarded Delegable Model and Directed Delegable Model .At last we suggest the different models are based on such three factors , that is, scale of corporation ,structure of equity , Shareholders'status . In the three chapter, Based the on the frontal analysis and aimed the real instance in china, we bring out some advises. According to unique structure of equity in our country' s solely State-owned Corporation, it is better to choose Delegable Model, concerning the relationship between managers and board .Except that, we have to manage to specify their specific qualifications, strengthen the right of boards well as to vary their share rights appropriately.In conclusion, on the basis of the aforementioned analysis and in the scope of Company Law, it will propose a rule of the relationship between managers and board.