Study Of The Securities Investment Fund Management Company Governance Structure

This thesis explores the legal issues regarding the corporate governance in the investment fund management company. There are three major parties to an investment fund contract. The unit-holder, who is the fund investor, enjoys all incomes which the fund property brings. The custodian is nominal possessor of the fund property. It's responsible for taking care of the property and supervising the fund manager. In the system of investment fund, the fund management company plays a key role, which has the responsibility for investment and governance. Corporate governance is more important for fund management company than that for other company. The assets managed by it are many times more than its own capital.The investment fund industry got an unconventional development in the past several years, but the defaults of corporate governance of investment fund manager also bring us many problem. In view of this, the studies of the corporate governance structure of fund management company have the important meanings to the whole fund industry.This article contains five parts excluding the preliminary.In the preliminary, it presents the background and situation about fund management company's governance. There are three major problems in our fund market. One is about money market. One is the investment ability of the fund manager. And the other one is the corporate governance in the investment fund manager.The fist chapter is summary on fund manager. In this part, conception, legal status and history of development are respectively explored. There are two kinds of funds, trust fund and corporate fund. The fund management company is different with the general commercial company, such as its aspects and management scope, property operation, organizational structure.In the second part, it presents the fundamental theories of corporate governance. Many factors will lead to the misconduct of fund manager. We must find a way to solving this problem and protect the fund holder's interest, by studying on the corporate governance. It specifically analyses the roles of shareholder, the independent director and the supervisor in the fund management company.The third and the forth parts mainly study the defects in corporate governance in the investment fund management company. Both extemal and internal governance are important. In the internal govemance of the fund manager, it discusses the shareholders, the independent director and the supervisor. In the external governance of fund manager, it discusses the custodian's supervision, the unit holder meeting's rights. A good governance structure will benefit not only shareholder but also fund investor, and we must improve itFinally, the thesis puts forward some suggestions on perfection of the corporate governance, such as reinforcing of the actual power of the unit-holder meeting, strengthening the full play of the supervising function through improving the independence of the custodian, improving the independent director system by giving full play of its function in fund governance, and further improving self-discipline system. These proposals are explored, based on the detailed analysis and the environment in China. Intemal government structure is a foundation. Exterior government structure is a key. Two aspects should be unified, and it can protect the fund possessor's benefit practically.