The Independent Evidence and Institutional Realization of Supervisory Obligations of Chinese Companies——The Improvement of the Obligations of Supervisors in the Draft Revised Company Law
The arrangement of supervisory obligations of companies in mainland China has always been characterized by non-independence.Not only does the company legislation insist on the homogeneous assumption of supervisory obligations and directors'obligations for a long time,but the provisions of supervisory obligations also present the phenomenon of enabling attachment in judicial practice.The consistent confusion between the obligations of supervisors and directors objectively ignores the differences between the roles of supervisors and directors,blurs the doctrinal field of application of fiduciary duties,and to a certain extent creates a practical dilemma of the weakness of the supervisory system.In essence,the supervisors of companies in mainland China are not qualified trustees of the fiduciary duties of the company law,and they do not meet the specific conditions to enjoy the"distinction"of fiduciary duties.The independence of the obligations of the company supervisors can fully utilize the mandatory nature of the obligations and the specific guidelines of the content of the acts to activate the supervisory system's supervisory efficacy,and the stability and predictability of the obligations of the supervisors also make it possible for the obligations of the company supervisors to be independent.Therefore,in order to contribute to the effective realization of the operation of the corporate supervisory system,it is appropriate to adopt an independent regulatory model,independent substance and independent application for the future amendment of the obligations of corporate supervisors.
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