Corporate Governance in China
Legal system: Civil Law
Important aspect: Influence of Communist Party:
Board structure: Dual
Main business form:State-owned enterprises, joint stock
Predominant ownership structures: Sate
The Code
Shareholders and shareholders’ meetings
Listed company and its controlling shareholders
Directors and board of directors
Supervisors and supervisory board
Performance assessments and incentive and disciplinary systems
Stakeholders
Information and disclosure and transparency
emphasized importance of the provision of timely and accurate information
Shareholder available access to information
mention any plans to improve its corporate governance
disclose information relating to the shareholding distribution
supervise effectively the directors and managers
examine knowledgeably
the company’s financial matters
accountable to shareholders
Role And Responsibilities
supervising
corporate finance,
overseeing the directors’ and managers’ performance
protecting the
company’s and shareholders’
legal rights and interests
performance should be assessed through a fair
and transparent procedure
evaluated by the board of
directors or by the remuneration/appraisal committee
compensation for management personnel should be linked to both the company’s performance and the individual’s work performance
company should respect the legal rights of the various
stakeholder groups
Company should provide them with information as appropriate.
concerned with the welfare, environmental protection and public interests of the community
attend appropriate training sessions
suitably qualified with appropriate
skills and knowledge.
should meet periodically with pre-set agenda
establish various committees of the board
remuneration and appraisal committee
corporate
strategy committee
audit committee
nomination committee
should ‘faithfully, honestly, and diligently perform
their duties for the best interests of the company
and all shareholders
establish communication channels with shareholders
ensure that all shareholders are treated fairly,
especially minority shareholders
controlling shareholders initially nominate the candidates for directors and supervisors
listed company should be able to act independently of the controlling shareholders
financial
accounting management systems
Personnel