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Corporate Governance and Economic Integration

出版	SSRN, 2013
URL	http://books.google.com.hk/books?id=C4YizwEACAAJ&hl=&source=gbs_api

註釋Strategic top-level of business system's structure consists usually of two different kinds of authority. The first one is based on ownership and generates the processes of governance while the other one is based on skills and competencies and, according to the contractual framework, generates the processes of management. Corporate governance is dealing with relationship of these two aspects of authority, but not isolated of stakeholder's interest.The large companies usually have two boards, with different tasks, though in some countries the same person can act in both boards at the same time. The most significant differences of corporate governance practices are usually described as Continental vs. Anglo-American model, though the UN OECD Principles of Corporate Governance tend to standardize the best practice of running the corporations, especially of those that are listed on different stock exchanges. If the owners are not directly included in managerial processes they may become suspicious towards the experts who are involved in running the companies only on the contractual basis.In order to keep control, but avoid the interference in running the business processes, owners can establish several sub-comities as a permanent or just from time to time control. However these comities are not supposed to serve under managerial authority but they are rather to be dependent of ownership. The two lines of internal control could be established simultaneously but they should not interfere each other. Even when the independent auditor expresses the approval of financial reports, all stakeholders are responsible for the business result and its communication to the all relevant parties.