The Study To Optimize Decision-making Mechanism About Z Company’s Board Of Director

The Guidance concerning Deepening Reforms of State-owned enterprises published by CPC Central Committee and State Council point out the guidance conception,basic principles and main target of new round reforms of stated-owned enterprises.This guidance raised the key point of improving modern corporate system and corporate governance structure is promoting board of directors.Z company is a state-owned company who face to market and operate by marketization,it’s only one shareholder,its member of board of director single-source and mainly corporate governance entities highly overlap.Z company according to the target of “Statutory rights and responsibilities,Transparency of authority and accountability,Coordinated operations,Effective checks and balances”,Rationalize the relationship between the board of directors and other governance entities,release full efficiency of the board of directors,and improve the quality of the decision-making mechanism of the board of directors to ensure Z Company increasing it ability on Strategy execution,risk prevention and control,scientific and technological innovation,salary incentives etc,to make sure the company further developing with Sustainable and high-quality.This paper chose the board of directors of Z company which is state-owned and one shareholder company belong to state-owned enterprise group as research subjects,use asymmetric information theory and principal-agent theory and modern state-owned enterprise system with Chinese characteristics as the theoretical basis,use case analysis and documentary analysis and comparative analysis to research Z company’s board of directors decision-making mechanism and its current status,problems and the reason of problems,then proposal the strategy and suggestion to the board of directors operate for Z company,mainly include: Firstly,adjust board of director constitute and implement board member’s responsibility to solve board of director’s responsibility and right unmatched problem;Secondary,Improve the board of directors Institutional system to solve board of director’s responsibility and right unclear problem.Thirdly,Optimize the operation mechanism of the board of directors and release the efficiency of outside directors to solve board members performance inadequate problems.The proposed strategy and suggestion give the realistic guidance significance to Z company complete and optimize board of director’s dechsion-making mechanism,the operation of the board of directors has been more standardized,and the scientific and standardized level of board decision-making has been improved.This study also provide the reliability reference for complete and optimize for one shareholder companies under state-owned enterprise group,has it’s value to reference for the board of director of one shareholder companies under state-owned enterprise group.