| Summary: | 碩士 === 國立臺北大學 === 會計學系 === 100 === The economic fluctuation makes company operation more difficult, and corporate governance plays an important role whether a company can run continuously. Effective corporate governance depends on strategy, supervise and execution of the board of directors and supervisors, which increases a company’s competitiveness, resilience, value, and maximize investors’ benefits. Also, proper corporate governance comes from legal contract, solid organization structure and regulation. So, the board of directors and supervisors are the core of corporate governance.
To meet government and business groups’ expectations, the Legislative Yuan (LY) made article 27 in Company Act. Article 27 allows a government agency or a juristic person to act as a shareholder of a company, and able to be elected as a director or supervisor(corporate director/supervisor). Meanwhile, it shall designate a natural person as its proxy to exercise, in its behalf, the duties of a shareholder. However, the natural person is often conducted by the juristic person, which may cause misuse of capital, resource misallocation, improper subsidies and misleading. Besides, it can result to information asymmetry, moral risks, adverse selection and disputes of loyalty and responsibilities as well. All of they are harmful to corporate governance, and are discussed by researchers and exports.
I observed 1,959 listed companies in Taiwan from 2001 to 2011, 15,037 observations totally, to explore a company’s performance will increase or decrease when corporate directors or supervisors exist. In addition, I also discover the relationship between a company’s operating performance and grouping management. I hope that my research results are helpful for LY’s decision to keep article 27 or not, and my results are below：
1.A company’s operating performance is better without corporate directors and supervisors.
2.The more corporate directors and supervisors there are, the worse the company performs.
3.The more the group corporate directors and supervisors there are, the worse the company performs.
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