An Empirical Study of Corporate Governance Mechanism for Administration Supervision- A Case Study of the Company Law of R.O.C.

• Main Authors: Li,chunching, 李重慶
• Other Authors: 黃瓊慧
• Format: Others
• Language: zh-TW
• Published: 2010
• Online Access: http://ndltd.ncl.edu.tw/handle/89787125765330544177

碩士 === 國立臺北大學 === 會計學系 === 98 === The main objective of corporate governance aims at integral company operation and pursuing maximum profits. The strength and weakness will affect its competitiveness in the international market. The Company Law is the most important regulations for domestic corporate governance. The focus of the regulations aims at "internal supervision mechanism," with emphasis on the design of separation and balance of powers of company organs; in other words, a legislative design that strengthens corporate governance from company organs of shareholders, directors and supervisors. Company Law also regulates specifically on the “administrative supervision“ in public authority exercised by competent agencies. The purpose of administrative supervision aims at implementing the standards and concepts presented from Company Law and to assist the continuation of corporate management, which is also the focus of this study. Furthermore, due to companies are formed by shareholders and based on the principles of corporate self-governance, company shareholders should self-supervise and are only intervened by public authority or necessary intervention imposed by administrative authority or judiciaries merely under special conditions in order to maintain security of social transactions and development of State economics. Therefore, corporate supervision is based on self governance and supervision with the exception of supervision from public authority. The Ministry of Economics Affairs is the competent authority of Company Law and company registration, which adopts supervisory measures that cause great influence on corporate governance through registration cases acceptance and gaining control over corporate self-governance. Company Laws are comprehensive on the regulations of supervisions, which are briefly mentioned from company registration to dissolution. Supervision can be divided into 5 categories, Review, Inspection, Quasi-Legislative, Intervention, and Punishment. The study formulates 5 major issues through literature discussion and relevant practices: discussion on supervision of company financial statement (attestation and audit), discussion on re-election within specified time for directors and supervisors, discussion on false capital, discussion on company registration system changing into substantive review, and analysis on abolishing company’s minimum capital. The study proposes several recommendations to competent authority with regards to the aspect of administrative supervision based on the research results incorporated with laws and regulations, and the feasibility of current implementation operations. The study also proposes feasible recommendations on future research for subsequent researchers emphasizing on these issues.