Enterprise Corruption Prevention Strategies in Taiwan: The Corporate Governance Perspective

• Main Authors: CHANG, CHIEH-CHENG, 張傑程
• Other Authors: HUANG, ING-CHUNG
• Format: Others
• Language: zh-TW
• Published: 2017
• Online Access: http://ndltd.ncl.edu.tw/handle/47913494729147452891

碩士 === 國立高雄大學 === 高階法律暨管理碩士在職專班(EMLBA) === 105 === This study explores the businesses against corruption from the perspective of corporate governance. Through the literature case study and inductive analysis, particularly the study of "corporate corruption" cases investigated by the Corporate Corruption Curbing Section of Economic Crime Prevention Center, Bureau of Investigation, Ministry of Justice, this study finds out whether there are common corporate governance deficiencies , and analyzes and summarizes the causes of the occurrence of "corporate corruption" to understand the functions and issues of current “corporate corruption” control mechanism of Taiwan for providing substantive recommendations for the "corporate corruption" prevention measures. The study found that there are eight internal governance defects: “no separation of management rights and ownership”, “lack of the awareness and system to ‘comply with the regulations’”, “inadequate functions of the board of directors, inability of independent directors to deliver functions of the system and unclear rights and responsibilities of supervisors”, “lack of a sound procurement and effective audit system", “lack of supervision mechanism for cross-shareholding and affiliates”, “false disclosure of information or information gap” and “lack of business confidentiality protection internal control mechanism, and three external governance defects: “inability of power of attorney acquisition system to play a proper monitoring role” and "inability of weak corporate shareholders to deliver the necessary functions of governance” which led to "corporate corruption”. The key factor lies in the grasping of internal information of the enterprise that the ineffective disclosure of internal control may strengthen the advantage of the insider's information and cause “information gap”, which provides incentives to the insiders of the enterprise to be engaged in corporate corruption and their chance of profiting from the embezzlement. This study proposes the conclusions and suggestions as flows: (1) amend related laws such as the Company Law, Securities and Exchange Act and Certified Public Accountant Act; (2) use policy tools to provide incentives to reward enterprises for establishing "corporate governance norms" and strengthening the anti-"business corruption" education; (3) establish a corporate appraisal mechanism; (4) Strengthen the control of information – set up an "information chief" or "information secretary"; (5) implement the provisions of the United Nations Convention against Corruption in various laws and regulations; (6) enact the "Corporate Bribery Prevention Law" and (7) strengthen the business secret protection internal control mechanism.