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本文着重分析了西方股份企业所有权、经营权的分离与结合问题,以及与此紧密相关的企业家阶层问题,同时还对我国的企业改革问题发表了一些看法。作者指出,在股东公司这种企业组织形式中,股东作为资产的终极所有者把资产的实物所有权和经营权让渡给董事会,董事会作为公司资产的法人所有者对公司财产负责,是“两权”的第一次分离;董事会把除制定企业战略决策之外的经营管理权交给企业家,是“两权”的第二次分离。与此同时,股东们通过在股票市场上的买卖活动对企业经营者进行约束,是“两权”的一次紧密结合;股东大会委托董事会对经营者实施指挥和监督,赋予或收回企业经营者手中的权力,是“两权”的又一次紧密结合。“两权”分离的形式丝毫没有削弱资本所有者对资本所有权的牢固掌握;正是运用了这种形式,资本所有者才能更加充分地利用资本所有权。
This article focuses on the analysis of the separation and integration of ownership and management rights of western stock companies, and the entrepreneurial stratum that is closely related to them. At the same time, it also expressed some opinions on the issue of corporate reform in China. The author points out that in the form of corporate organization such as shareholder companies, shareholders as the ultimate owners of assets transfer the physical ownership and operating rights of the assets to the board of directors. The board of directors is the legal owner of the company’s assets and is responsible for the company’s assets. The first separation of powers; the board of directors gave the entrepreneurs the right to operate and manage other than making strategic decisions, which is the second separation of the “two rights.” At the same time, shareholders restrict the company’s managers through the buying and selling activities in the stock market, which is a close integration of the “two rights”; the shareholders’ general meeting entrusts the board of directors to conduct command and supervision over the operators, and grants or withdraws the company’s operations. The power in the hands of the other is a tight combination of the “two rights.” The form of separation of the “two rights” does not in any way diminish the firm ownership of capital ownership by capital owners; it is in this form that capital owners can use capital ownership more fully.