股东会作为公司权力机关,已名不符实,发生了本质变异。究其原因,既有公司发展变迁客观原因,也有该机关自身设置上的原因,还有公司股权结构不科学及对公司经营层制约机制缺失的原因。为此,英美德日等国进行了相应改革。但由于他们未确立投资者等利益关系人主权原则,改革都并不成功。中国应按照这一原则改革公司权力机关,构建起公司社员大会及公司管理委员会。 As a corporate authority, the shareholders’ meeting has its name changed to be untrue and its essential variation has taken place. The reason is that both the objective reasons for the company’s development and changes, but also the reasons for the agency’s own set-up, as well as unscientific ownership structure of the company and the reasons for the lack of control mechanism of the company’s management. For this reason, Britain, the United States, Germany and Japan conducted corresponding reforms. However, because they did not establish the principle of the sovereignty of investors and other stakeholders, the reforms were not successful. In accordance with this principle, China should reform the power of the company and set up a company member conference and a company management committee.