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纵火蛙 · 2024年02月29日

supervisory board

NO.PZ2022120703000044

问题如下:

Which of the following statements about the board structure of public companies in Germany is most accurate?

选项:

A.Shareholders and workers each appoint half the members of the supervisory board

B.A single executive sits on the board and often bears the responsibility of both chair and CEO

C.A single-tier board is dominated by executive directors along with a few non-executive directors

解释:

A is correct because "the two-tier board structure in Germany distances shareholders from the operations and from holding management accountable. Shareholders appoint half the members of the supervisory board, and the other half are appointed from among the workforce."

B is incorrect because the division between the supervisory board and the management board marks one of the fundamental structural differences in governance globally, between these so-called two-tier board structures seen, for example, in Germany, the Netherlands, Scandinavia and China, and the single-tier (also called unitary) boards that are more typical of the UK, the USA, Japan, France and most of the rest of the world." "Supervisory boards are largely constituted in the same way, with all members being non-executives."

C is incorrect because "in Japan not in Germany, there is usually a single-tier board dominated by executive directors with only a small handful of non-executive directors (not necessarily independent)." In Germany, there is a two-tiered board structure.

supervisory board 监事会,都是non-executives么?还是不同国家不一样?

1 个答案

净净_品职助教 · 2024年02月29日

嗨,爱思考的PZer你好:


通常在采用双层董事会结构(two-tier board system)的国家,如德国、荷兰和一些斯堪的纳维亚国家,监事会(Supervisory Board)成员主要是非执行董事。教材并没有提到哪些国家的监事会包括执行董事,但是实务中也不排除这种情况。这里只用记忆教材中提到的知识点即可。

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虽然现在很辛苦,但努力过的感觉真的很好,加油!

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