The Company Board Of Directors System Research

In early centered model of corporate governance, shareholder, shareholders will be inthe company’s core position in charge of the company’s management and personnelappointment and removal of power, with the supreme power of the still, then, with a seriesof changes of company property relationscorporate governance structure gradually by theshareholders centrism to the transfer of the centrism of the Board, the powers ofshareholders to be weakening the powers of the Board of Directors swelling, and graduallybecome the company’s core business decision-making authorities, due to the lack ofeffective oversight mechanisms,The powers of the board of directors once out of control.Inorder to strengthen the supervision of the directors of the Company, checks and balancesthe over-expansion of the powers of the Board, the national company law have to take theappropriate legislation, to strengthen supervision of the directors, under the development ofthe situation, the shareholders would be directors of the Company’s dismissal systemtimesdevelopment needs of the birth.At present, many number of national companieslegislation of this system are more mature requirements of companies legislation in Chinastarted late, the building of the directors’ dismissal system, there are still manyshortcomings to be improved, the paper through removal of the directorsprior conditions,something the program specification and the subsequent relief to protect several aspects tothe analysis, drawing on some foreign successful experiences and practices of the defectsof the removal of legislation against the directors of the Company in China, made anumber of suggestions for improvement to the future of Director recallsystem completereference.This article is divided into four parts, the first part of the directors’ dismissal systemoverview, first introduced the development process of the removal of directors, followedby an explanation of the meaning and characteristics of the directors, the last of the legaland significance of the removal of directors.The second part of the legislative status quoand defects of our directors recall that our current directors of removal of inadequatelegislation, and the removal of the directors of the conditions specifications unreasonablethe specification of the program’s lack of maneuverability and removal of directors the right to protectionthe absence of legislation carried out a detailed analysis.The third part isthe directors’ dismissal system defects, a number of legislative proposals, carried out asystematic analysis of first foreign directors recall legislation, to explore the law ofremoval by the directors general legislation, and then combined with the specific situationof China, from the substantive and proceduraltwo aspects of our directors’ dismissal systemcompleteness of the system.The fourth part of the provisions of the removal of directorsrelief, the right of defense of the removal of directors, removal of directors’ compensationclaims, and removal of directors defined the scope of compensation to make.