| In May 2019,Baoshang Bank was investigated by the regulator.The results of the investigation showed that Baoshang Bank had long-term loans to related shareholders and long-term transfer of benefits,resulting in a serious deficit within the bank and causing credit risks.The People’s Bank of China and the my country Banking and Insurance Regulatory Commission jointly took over.In the history of bank development,it became the first commercial bank to go bankrupt through judicial procedures.The Baoshang Bank incident has received a great response from the society.Zhou Xiaochuan,president of the China Association of Finance and Economics,commented on the Baoshang Bank incident,pointing out that the incident exposed that the regulators neglected corporate governance supervision.In fact,corporate governance should be listed as a supervision.Important content should be paid attention to by regulatory authorities.This paper analyzes the whole process of Baoshang Bank’s operation and management activities that cannot run normally and then was taken over.During the analysis,it is found that Baoshang Bank’s corporate governance structure is complete on the surface,basically in line with regulatory requirements,and its credit rating is maintained at the second-level level.Shangbaoshang Bank has been seriously eroded.Since 2014,the deposit ratio,capital adequacy ratio and profitability have continued to decline,and the non-performing loan ratio has continued to rise.When studying the situation before Baoshang Bank was taken over,it was found that Baoshang Bank’s corporate governance supervision has the following problems: First,there is a lack of internal supervision.Baoshang Bank’s shareholding structure is complex.Major shareholders manipulate the board of directors “ legally and compliantly ”,gradually hollowing out Baoshang Bank,and Baoshang Bank’s operating risks intensify;the internal board of directors of Baoshang Bank is ineffective,and the internal risk management and control functions cannot function normally.The risks are further increased;the functions of the internal board of supervisors cannot function normally,and the supervisory function of the board of supervisors is completely weakened;Baoshang Bank’s management is full of personal pockets and uses the convenience of their positions to seek benefits for themselves,harming the interests of Baoshang Bank.Second,external supervision is not in place.Baoshang Bank has an interest-transporting relationship with government regulators,and external supervision cannot play a role;Baoshang Bank’s information disclosure is not timely and information disclosure is seriously distorted.The third is that it is impossible to form a closed regulatory route for internal and external linkages.Based on the analysis of the reasons for the problems in the corporate governance supervision of Baoshang Bank,this paper puts forward policy suggestions for improving the corporate governance of commercial banks in my country: First,establish an internal and external dynamic supervision index system.Improve the internal corporate governance supervision index system of commercial banks,and combine this system with external supervisory agencies.The second is to improve the internal supervision of bank corporate governance.The first is to establish an internal party supervision and accountability mechanism;the second is to establish an effective equity check and balance mechanism;the last is to improve the independence of supervision by the board of supervisors and independent directors.The third is to improve the external supervision of corporate governance.First,there should be multiple channels to avoid regulatory capture;the second is to improve the information disclosure mechanism.The fourth is to form a regulatory closed route of internal and external linkages.The first is to give full play to the joint supervision of internal and external audits;the second is to link the self-examination of the banking sector with the supervision of government departments. |