CEO与上市公司治理结构的完善

《公司法》没有根据公司实践需求规定上市公司的CEO制度是一大遗憾。虽然经理根据《公司法》的有关规定享有业务执行权和对外代表权,但不享有决策权,因而不是真正意义上的CEO。现在《公司法》规定上市公司CEO制度既有必要性又有可能性。公司法律和法规需要从任职资格、选任范围和激励机制等方面规定上市公司CEO制度。     

French capitalism ­transformed,yet still a third variety of capitalism

Rather than one or two varieties of capitalism, this paper argues that there are still at least three in Europe, following along lines of development from the three post-war models: market capitalism, characteristic of Britain; managed capitalism, typical of Germany; and state capitalism, epitomized by France. While France’s state capitalism has been transformed through market-oriented reforms, it has become neither market capitalist nor managed capitalist. Rather, it has moved from ‘state-led’ capitalism to a kind of ‘state-enhanced’ capitalism, in which the state still plays an active albeit much reduced role, where CEOs exercise much greater autonomy, and labour relations have become much more market-reliant.     

Judges and CEOs: French Aspects of Corporate Governance

The debate about corporate governance has brought to the front stage the notion of social interest or interest of the company itself as distinct of its stakeholders. French Law, judges, and CEOs use this notion with different meanings and intentions. The judges refer to it mainly to guarantee the continuity of the firm, especially when the latter faces economic difficulties; the CEOs refer to it to keep a free hand in managing the company. Shareholders see the notion as ambiguous and mostly used against their own interest. Shareholders and company interest do not merge. They differ on the industrial relations policy they induce and in the management freedom bestowed on CEOs. A reform of French Company Law currently under discussion seeks conciliation while trying to comply with the principles of corporate governance best practices.     

论CEO权力的监督和制衡机制

首席执行官(CEO)是公司治理结构改革的产物,在本质上属于职业经理人,但比普通经理人拥有更多决策权力,因而对其权力的监督也显得尤为重要。CEO权力的制衡主要来自于股东会,董事会和监事会。信息披露机制在CEO权力监督中亦具有重要作用。     

The state of public affairs after 11 September

There is a curiously subtle relationship between the public affairs function and the political world which it seeks to influence. A shock to the political system of the magnitude of the attack on the World Trade Center has effects on the practice of public affairs. Some of these impacts are obvious. Others will only become apparent with the passage of time. In its 15 years of existence the European Centre for Public Affairs has sought to be a ‘safe space’ in which the elements of the political world could meet and discuss in an independent manner and with a degree of academic rigour. From the moment of our founding, we rejected the idea of a world divided between government and lobbyists. It has always been our view that journalists and the media, lobbyists, both from civil society and from the corporate sector, and ministers, members of parliament and civil servants all form part of one seamless political world. They have the same fascination with power and with process. They are intimately and umbilically linked. With this holistic view of the political world, it is natural for the ECPA to be interested in assessing the impact of the events of 11 September on the practice of public affairs. Jointly with The Journal of Public Affairs and The Public Affairs Newsletter, we created a seminar at Chatham House on 9th January, 2002 entitled ‘Public Affairs and the World Crisis: What has changed since September 11th?’ Copyright © 2001 Henry Stewart Publications