In the corporate governance structure,there exists a"human isomorphism"between directors and supervi-sors,executive directors and independent directors,who are basically elected by the same shareholders or groups of share-holders,which creates a situation of"one's own people supervising one's own people"in the company's supervisory mechanism.This is the fundamental reason for the"skeletonization"of supervisors and the"vaseisation"of independent directors in terms of interpersonal relationships.Although the revision of the Company Law has further strengthened the su-pervision mechanism of the company,the problem of"human isomorphism"still has to be effectively solved through the system innovation guided by the legislative spirit and rules demonstration of the Company Law in accordance with the in-creased space of corporate autonomy of the Company Law.The institutional cause of the"isomorphism"in the corporate governance structure is the non-discriminatory application of the capital majority rule.Although it is reasonable to apply the capital majority rule to the company's business decision-making mechanism,it does not mean that it is reasonable to apply it to the company's supervisory mechanism,because there is a fundamental difference between the two mechanisms in terms of their operational objectives and value orientations.Should be in the formation of the company's supervisory mechanism to"head of the majority"rule to replace the capital majority rule,so that the directors and supervisors,execu-tive directors and independent directors were elected by different shareholders or groups of shareholders,in order to decon-struct the"isomorphism of the human"to achieve the company's In order to deconstruct the"isomorphism of persons"and achieve the substantial independence of the supervisory mechanism,so as to realize the effectiveness of the supervisory mechanism of the company.
company supervisionsupervisorshomogeneity of personal connectionscapital majority ruleheadcount majority rule
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