Essay代写：Corporate governance－r51due

下面为大家整理一篇优秀的essay代写范文- Corporate governance，供大家参考学习，这篇论文讨论了公司治理。公司治理最早起源于美国和英国，其理论最近的发展，是将公司治理作为公司各契约方共同参与和形成的制衡体系。现代企业理论认为，公司实际上是不同利益主体通过合约形成的一个联结体，并按照合约形成不同利益主体所拥有的不同权力。

Corporate governance originated in the United States and the United Kingdom. The term corporate governance structure was first proposed in the United States in the late 1960s and early 1970s. It mainly aimed at the structural defects in the operation and management system of large public companies at that time, the weakening of the power of the board of directors, and the concentration of power in the hands of senior staff, etc., and proposed the theory of strengthening the authority of the board of directors. From an international perspective, the debate over corporate governance arose mainly in the mid-1980s:

Corporate governance theory of information economics - principal-agent theory. This theory reveals that the problem of corporate governance structure is caused by the checks and balances between shareholders and operators. As modern enterprises are based on mass production, complex technological innovation and internal hierarchical management, the separation of two rights has become its basic feature, and the combination of physical capital and human capital is better realized, which is a kind of institutional innovation.

Corporate governance theory of organizational behavior and organizational theory - modern housekeeping theory. Modern butler theory believes that the agency theory's assumption of managers' inner opportunism and laziness is inappropriate, and the managers' pursuit of their own dignity, belief and inner work satisfaction will urge them to strive to run the company and become good stewards of the company's assets. Modern butler theory holds that under the constraint of self-discipline, the interests of operators and other related subjects are consistent.

Modern corporate governance theory - stakeholder theory. The recent development of the theory of corporate governance is a system of checks and balances that takes corporate governance as the joint participation and formation of all contracting parties. Modern enterprise theory holds that the company is actually a joint body formed by different interest subjects through contracts, and different powers of different interest subjects are formed according to the contracts.

In 1998, the organization for economic cooperation and development defined corporate governance as a system of management and control based on the principles of corporate governance. In 2004, DECD revised the principles of corporate governance, emphasizing that the standards of an effective corporate governance framework should focus on the impact on the overall economic operation, provide incentives to market participants, and improve market transparency and efficiency. This shows that the broad sense of corporate governance is the future of the establishment and improvement of corporate governance model.

The domestic research mainly started from the 1990s, focusing on how to realize the clarity of property rights, separation of government and enterprise and the principal-agent relationship of state-owned enterprises.

The Anglo-American model, known as the market-driven model, is popular in english-speaking countries such as the United Kingdom, the United States, Canada and Australia. Its main features are:

The corporate governance structure follows the principle of separation of powers in decision-making, implementation and supervision, and has three levels of senior management led by the general meeting of shareholders, the board of directors and the CEO.

We will protect shareholders' interests and protect information disclosure through sound legislation, and regulate capital markets and corporate operations.

Adopt a variety of compensation methods to motivate the CEO and other senior managers. In particular, the wide application of stock option incentive plan has played an important role in the rising stock market and the steady economic development of the United States.

When shareholders seek short-term returns and high returns on stocks, managers are under pressure to focus on current or near-term profits.

The high liquidity of equity makes the capital structure of the company unstable, which makes it difficult for the owners and operators to maintain long-term trust and cooperation.

From the micro level, the option incentive leads to the excessive widening of the gap between senior managers and ordinary employees, which is not conducive to the cultivation of enterprise's internal spirit of cooperation. When the economy is booming, share prices generally go up, and even badly managed companies can be highly profitable. On the contrary, when the economy is weak or investors are less confident, the stock market will fall, and even companies with excellent organizational management will still face falling stock prices. In this case, operators are supposed to be rewarded, but they don't actually get the bonus because the stock market is depressed and the option price is lower than the diving price. From the macro point of view, inflated the stock price of the whole market and strengthened the "bubble" benefits of the economy.

The ownership structure is dominated by corporate ownership and individual shareholders are extremely dispersed. As a result, individual shareholders are largely ineffective in the company's power system. Financial institutions have actual control over the company and its agents by holding large amounts of shares in the company or lending large amounts of money to the company.

The supervision and restriction mechanism mainly comes from the outside of the company. On the one hand, corporate and agent decisions are governed by corporate organizations based on spherical or cross shareholding between companies. On the other hand, supervision from commercial Banks. The bank may replace the manager through the general meeting of shareholders and the board of directors. The bank may also send directors and senior staff to the relevant enterprises for direct supervision of the company.

Value human capital owner, company employee is in main position in management structure. The income gap between senior managers and ordinary employees is not large, and the operator shareholding rate is low, but the working efforts of German and Japanese managers are well known. In Japan, the system of lifetime employment and annual work sequence. The system of lifetime employment weakens the mobility of the labor market. In the cultural background of pursuing corporate loyalty, frequent changes in the door would greatly reduce the degree of loyalty credibility, which is almost fatal in Japan. Under the annual work sequence system, only by constantly working hard can one make progress step by step. If you give up the knowledge and experience accumulated gradually in the company, the cost of leaving the company will be high.

In recent years, there has been a trend of convergence of corporate governance models, especially after the OECD formulated and issued the principles of corporate governance structure, and some basic international consensus has been reached on the basic principles of corporate governance. Several major corporate governance models are drawing on each other's strengths. Though based on economic, social and cultural differences and historical traditions and different levels of development, the basic consensus in each country, various cultural environment to implement will have different form of expression, although there is no single good corporate governance structure model, but look from the practice of company development, the international community believe that good corporate governance structure should have some common features.

A strong information disclosure system is a typical feature of market supervision of a company and a key to the ability of shareholders to exercise voting rights. Disclosure is also a powerful tool to influence corporate behavior and protect investors' interests. International efforts to improve the transparency of corporate operations are focused on two aspects: first, encouraging and promoting the adoption of internationally accepted accounting rules, mainly "international accounting standards". International accounting standards are developed under the auspices of the international accounting standards board, an independent body set up by a private organization. Iasb is committed to the development and publication of accounting rules for the preparation of financial reports in the public interest and to promoting their universal adoption around the world. Another is to tighten disclosure to the board. As the board of directors is the core institution to manage the company on behalf of shareholders' interests and the main basis to protect the interests of minority shareholders, and the directors are generally more capable of understanding and evaluating the financial and operating conditions of the company, it is particularly important for the information disclosure of the board of directors.

It is a trend of the development of corporate governance, from the governance dominated by major shareholders to the full participation of all stakeholders through various channels. On the one hand, stakeholder participation in corporate governance is conducive to the realization of internal checks and balances in the company, the formation of an effective supervision and restraint mechanism for managers, and the reduction of "agency costs". On the other hand, in the corporate governance, it is very important for the long-term development of the company to fully guarantee the interests of stakeholders and reduce the actual risks they face. Many countries have long recognized the importance of stakeholders in corporate governance, with countries such as Germany, the Netherlands, Belgium and Austria offering minority representation on supervisory boards. In countries with external monitoring models, management has also begun to pay attention to the role of employees. For example, many companies in the UK have already set up or are considering setting up employee committees. Correspondingly, the elements of corporate governance also shift from the single shareholder's investment resources to the multiple combination of human resources, technical resources, cultural resources, brand resources and business relations resources, and corporate governance starts to change from "shareholders first" to "co-governance".

From the perspective of the world, in recent years, the status and role of institutional investors in corporate governance have been improved to varying degrees, and they are increasingly playing the role of active shareholders and showing the trend of "associated investment". Simply put, institutional investors are more likely to vote by hand than foot for long-term investments. The role of institutional investors in corporate governance can be achieved through at least two mechanisms. The first is the valuation of the company and the pricing of the stock. Institutional investors not only have the motivation but also the ability to make a reasonable assessment of the value of the company and to make a reasonable price for the stock. They also have the characteristics of "smart investors". The second is the so-called "political mechanism", which puts forward various motions to the company's management and forces them to accept the proposals through public channels such as the media. Therefore, they also have the characteristics of "active investors" to some extent.

The independent director system originated in the United States in 1940. After the 1990s, the independent director system became more and more popular in the international community. The average number of directors in the fortune 100 is 11, nine independent directors and only two internal directors. Independent directors are usually responsible for the nomination and remuneration of the management, the audit of the company's finance and the review of related transactions. The independent director system has changed the interest structure of the board members of the company. Its professional technical level, management experience and good professional ethics can strengthen the decision-making function of the board of directors. Its independent status can also make the interests of all shareholders including minority shareholders can be reflected in the board of directors. Strengthening the role of independent directors has become an important aspect of corporate governance reform in various countries and the trend of the development of international corporate governance system. At present, the company's board of directors has also started to introduce independent directors in the internal monitoring countries such as Japan. On August 16, 2001, China securities regulatory commission issued the guidance on the establishment of independent director system in listed companies.

The globalization of corporate governance is booming. Both developed and developing countries regard improving corporate governance as a necessary means to improve the investment environment and consolidate the economic foundation. To remain competitive in an ever-changing world, companies must constantly innovate and change their governance mechanisms to meet development needs.

想要了解更多英国留学资讯或者需要英国代写，请关注51Due英国论文代写平台，51Due是一家专业的论文代写机构，专业辅导海外留学生的英文论文写作，主要业务有essay代写、paper代写、assignment代写。在这里，51Due致力于为留学生朋友提供高效优质的留学教育辅导服务，为广大留学生提升写作水平，帮助他们达成学业目标。如果您有essay代写需求，可以咨询我们的客服QQ：800020041。