Based on the accounting supervision system of corporate governance International comparison

Paper Keywords: corporate governance oversight to maximize shareholder value accounting
Abstract: different modes of corporate governance. Accounting Oversight institutional arrangements are also different. In this paper, the U.S. and Germany, for example, analysis of different interest-oriented model of corporate governance and accounting oversight institutional arrangements. To some reference and inspiration for our country.

Looking at the global corporate governance, mainly in the United States, Britain and other countries as the representative of the interests of shareholders orientation and to Germany, Japan and other countries to represent the common interests of stakeholders in corporate governance-oriented two. Different modes of corporate governance, accounting oversight of institutional arrangements are also different.

First, the U.S. company's accounting supervision system of
U.S. companies to "maximize shareholder value" concept of corporate governance. The accounting oversight and monitoring bodies of the main set. Are the maximum representatives of the shareholders.

(A) of the corporate governance environment and corporate governance
1. Family largest shareholder of individual shareholders to the changes in a highly decentralized in the late 30 century, .20. With the U.S. stock market and further developed. Stock from the main control in the hands of a few private families. Turned to highly fragmented change. A large number of scattered individual shareholders like family, major shareholders in corporate governance as the dominant, in addition. Consideration for cost-effective, very little supervision of their investment in the company, it can be said. Individual shareholders of the company's impact is almost negligible
2. General meeting of shareholders and the board of directors corporate governance arrangements. In order to protect the interests of shareholders. U.S. shareholders of the General Assembly formed a supreme body, the Board as a standing body to maximize shareholder value in corporate governance board of directors elected by the shareholders general meeting of shareholders. The Board represents the interests of shareholders restricting managers. Managers to provide a satisfactory return to shareholders as a condition of access to the daily operating decisions. When the manager of the operating results of the shareholders dissatisfied. Board of the General Assembly re-election by shareholders. Dismissed by the board manager. However, the scattered individual shareholders do not have the ability to control or influence the board of directors, which makes shareholders useless. More and more of the board as a "rubber stamp." The managers became the company's actual control and dominate
3. Involvement of institutional investors. In order to promote and implement shareholder-oriented corporate governance. American company had a great change. .20 Century, the introduction of institutional investors 7O years later. Institutional shareholding on the rise. To the early 80s had more than 30%. 90 years is up N5O% ~ 2 ~. In order to safeguard their own interests. Institutional Investors and Corporate Governance awareness is growing out and put into action the emergence of institutional investors not only solve the problem of corporate control and supervision. And overcome the majority of small shareholders do not understand the weaknesses of expertise. Thus further strengthening the interests of shareholders-oriented corporate governance structure.

(B) of the Company Accounting Oversight System
1 - Xi} accounting supervision system of the Ministry. First, the Securities and Exchange Commission's supervision of .1934 in the United States set up the Securities and Exchange Commission (hereinafter referred to as SEC). SEC accounting rules in the development has the highest authority under the Law. Decision by the accounting rule-making body's ability to improve financial reporting accuracy and effectiveness. Thereby protecting the interests of investors. Ability to assist the Securities and Exchange Commission to achieve its regulatory requirements. Secondly, the public oversight board's supervision. Represent the public interest of the public oversight board (hereinafter referred to as the PCAOB) the main implementation of the supervision of the CPA profession. Its two main functions, namely, for the issuers of all audit reports issued by public accounting firms to implement registration, when the evidence is conclusive. Registered public accounting firm and its related exercise of investigative and disciplinary procedures and sanctions were appropriate. The provisions of the New York Stock Exchange. New York Stock Exchange issued rules. Focus on the audit committee of listed companies. Provisions of the Audit Committee of at least three independent directors, everyone has financial knowledge, and at least one person has professional experience in accounting or financial management: The Audit Committee shall assist the Board in monitoring the integrity of the company's financial statements , the company follows the legal and regulatory requirements, the independent auditors qualifications and independence, and internal audit depArtments and internal auditors performance.

2. Internal accounting supervision system. First. Way of the Audit Committee Accounting Oversight Board of the United States company owned by the current widespread use of the audit committee of independent directors to monitor the pattern of the Audit Committee is to protect the quality of accounting information to set an important institutional arrangements. Its function is mainly to help the Board to strengthen the legal and internal audit of the understanding. Board members can turn their attention to financial control and the presence of the problem. Board of Directors on financial reporting and to promote selective understanding of accounting principles. Second, " > The relevant provisions. < > From the legislative level to ensure the independence of the Audit Committee, has expanded its internal accounting supervision rights. Its clear that every member of the Audit Committee should be members of the board of directors, or is independent members: the Audit Committee In addition to being members of the Audit Committee, Board & Committee members outside. Public company can not accept any advisers, consultants or other remuneration, can not become a public company or any of its subsidiary bodies, the association staff. Finally, the company's internal audit staff functions. The company's internal audit staff of the main duties of the company's management control audit process. Usually employed by management. Which contain a large extent by management. Currently in the United States, this phenomenon began to change, that more and more internal auditors in the Audit Committee to the Board regular reports. Because the Board is controlled by independent directors, making the check by the management level reduced. The quality of supervision will be greatly enhanced. Reposted elsewhere in the Research Papers Download http://www.hi138.com
Second, the German company's accounting supervision system of
Advocated by the German company "to maximize the common interests of stakeholders," the concept of corporate governance and the "joint decision" model of governance. Determine its accounting oversight body composed of more comprehensive
(A) of the corporate governance environment and corporate governance
1. The order of the State policy of force protection. The Second World War. Germany, the implementation of national macro-control economic operations, social market economy system. It includes national macro-control, legal protection of market competition, standardize enterprise operational mechanism, to improve the social market environment, the social market economy is the highest guiding ideology is "competitive order" concept, by the power of the national policy of maintaining order in a free market economy.

2. Internal model based supervisory control of Germany's considerable concentration of ownership of distribution. About 85% of large joint-stock companies. At least one float of more than 25% shareholders in the highly concentrated ownership structure of the decision of the German company's corporate governance must be taken to the main mode of internal supervision and control
3. Bank in Corporate Governance in German banks can act as a custodian of shares of minority shareholders, and given the agency the right to vote can be undone. Bank by virtue of this proxy voting stake than it actually received more votes. Which can be adopted at the shareholders meeting to vote to effectively elect their own representatives to the Supervisory Board together with the nature of bank loans to enterprises. Bank became the German company makes a very important stakeholders. Can be said that banks in Germany to play a role in corporate governance can not be ignored
4. "Shared decision" model of corporate governance. "Jointly decided" that employees elect their own representatives. Representatives of the shareholders together with the formation of a company decision-making body, the implementation of joint decision-making style of the "two systems." In this mode, the corporate governance structure is mainly formed by the Management Committee and Supervisory Board. Member of the management committee as executive director. Responsible for specific operations. Supervisory board of supervisors elected by the shareholders of the General Assembly, composed of appointed supervisors and staff supervisors. Is the company's oversight body, has the right to appoint or remove the main members of the Commission and the President: Regulatory Committee members to exercise the right to operate according to the Articles of Association: Changes in decision-making capital, financing and investment and other important financial matters: audit books, check the assets, a meeting of shareholders conferences.

(B) of the Company Accounting Oversight System
Determined by the German corporate governance. The company's accounting supervision system in four general areas
1. Board of Supervisors Audit. German company. Management Committee are all executive directors. The Supervisory Board shall not pArt-time members of the supervisory board members are non-executive directors. Together with the Management Committee of the board of supervisors has the power of appointment and removal, making the board of supervisors in the supervision system of supervision play an important role. Board of Supervisors in check when their books. The right to appoint financial experts and accountants, the focus on disclosure of information authenticity, integrity and legitimacy of the review. The German company's supervisory board in essence, by shareholders, employees and joint control of three banks, therefore, the supervision of the Management Committee Board of Supervisors able to better reflect the shareholders, employees, managers, creditors and other stakeholders, checks and balances between the relations.

2. German companies in the internal audit. Internal Audit appear earlier. The German company's internal audit agency under the three main conditions. One. Under the Management Committee, this approach used in a few more large enterprises, and the second, under the general manager, most German companies have adopted this approach, the three, pArt of the financial vice president. There are some enterprises in this way, but will be less and less. Apparently. And more U.S. companies are pArt of the internal audit or the financial vice president, compared the situation of the Comptroller. German companies in internal audit in the company's position and the relatively higher levels. This is more emphasis on the German company is directly related to the internal oversight
3. After the 1931 independent audit. Return engagement by the main supervisor is responsible for non-experts to delegate to professional audit staff. Relevant Laws and regulations regardless of how the corporate legal form. Above a certain size company must disclose the annual accounts and receive the book to force auditors to audit the accounts. To this end, the German government has also revised the Company Law, promulgated the famous <"On the equity method, the bank audit and tax relief for the urgent orders>> , defined by the auditors for large shares of the economy, banks and insurance companies to conduct an annual audit of the audit which makes the development of civil society in Germany appeared a historic turning point. For stock companies. Independent audit is becoming increasingly important.

4. German tax audit tax audit of the financial report and is very large, corporate financial reporting requirements of the principles adopted should be consistent with the tax Law requires. All tax deductions should be reflected in the financial statements to ensure the company's financial report follows the provisions of tax Laws and rules. Germany also carried out the tax audit juice. Reposted elsewhere in the Research Papers Download http://www.hi138.com
Third, the inspiration and reference
Two different interest-oriented model of corporate governance and accounting oversight institutional arrangements. Corporate Governance in China based on institutional arrangements for accounting oversight has a great reference and inspiration
(A) monitoring the subject and decision-making body should be effectively separated
U.S. and Germany subject to the accounting oversight arrangements followed a common principle that the supervisors and decision-making body must be effective separation. The Supervisor is to maintain de facto independence for example. The United States by the audit committee of independent directors as a monitoring body. These independent directors are not the company to receive salary. Nor is the company's stakeholders, as the supervisory body of Germany to the board of supervisors, board of supervisors and staff representatives from the composition of the shareholders. And its decision-making body is composed by the Executive Director of the management committee. Supervisory Board member shall not concurrently, members of the Commission as a monitoring system to ensure that the main body of the Supervisory Board as a decision-making body independent of the management committee.

(B) the concept of corporate governance, accounting oversight system
United States advocates "to maximize shareholder value" concept of corporate governance. With this concept deeply rooted. And in fact the company has successfully protected the long-term interests of shareholders in overseeing the arrangement of the main body. Whether the initial supervision by the board of directors, or is specifically set by the board audit committee oversight. They represent the interests of all shareholders. And the setting of these oversight bodies are ultimately controlled by the shareholders: Germany advocates "to maximize the common interests of stakeholders." Importance of cooperation among stakeholders. So. It is a member of the accounting oversight body composition more fully the various aspects composed of representatives of stakeholders. Among these are representatives of the shareholders. There are staff representatives and representatives of banks
(C) the relationship between the oversight body should be clear and clear division of labor
Despite the different countries in the supervision of the main accounting supervision, supervision of the main stakeholders represented and taken to their ways of supervision are different. But for accounting oversight, oversight of internal audit managers (or internal control) and registered accountant (or accounting supervisor monitoring), and other duties of relationship is very clearly defined. So that the whole monitoring system in an orderly, coordinated and orderly. For up accountant or accounting supervisor monitoring. These countries do not have to replace it as a form of supervision of accounting oversight to treat. And just as a means of strengthening the use of accounting supervision. No matter which country. Do not give up public accountant or accounting supervisor for processing of accounting manipulation, the power of punishment for each country or select or appoint a registered accountant (Accounting Supervisor) and the power to do a special provision. And with those powers are business stakeholders or on behalf of the interests of the specialized oversight body, such as the United States, the Audit Committee, the German company's supervisory board and so on. Links to Research Papers Download http://www.hi138.com