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Both Korean and Chinese corporate Laws prescribe the supervisors and the board of supervisors as a supervisory institution in joint-stock corporation. The legal status of the supervisors in Korea and the board of supervisors in China are very similar, both of them are necessary and
permanent supervisory institution according to the corporate law, which are independent of board of director, and are elected by and responsible for the general meeting of shareholders. Their functions are to supervise and inspect the operators and the scope of supervision are concerned
with business and accounting. However, the supervisor in Korea is individual institution and the board of supervisors in China is a board institution and some members may be elected from the employee, it is the difference between the two countries. Furthermore, in Korean joint-stock corporation, there is a temporary examiner as supervisory institution for incorporation, business and property of the joint-stock corporate; if the size of the joint-stock corporate is above certain
standard, there are outside supervisors to supervise accounting; the board of directors have the right to supervise thebusiness of the supervisor.
Therefore, the supervisor in Korean law is not the sole supervision institution with supervisory power. By contraries, the board of supervisors in Chinese joint-stock corporate is the sole supervisory institution to supervise the business and accounting of the corporate, that is another difference between the two countries. From the point of legislation, the mode of legislation of Korea and China are similar to Japanese mode. Furthermore, theKorean supervisory system are formed by amending German and English system, its outside supervisor system is derived from the supervisory system under the American Securities Act and the Securities Transaction Act; and Chinese supervisory system adopts the German and Japanese system and is amended according to the Chinese situation.
After the finance crisis in Korean, the public voice on effective supervision of enterprises is running up. The international financial institutions also require to introduce outside director system and American supervisor commission system in order to strengthenthe supervisory and monitor system of enterprise. Then, the Commercial Law was amended in 1999, the article of association may prescribe option to introduce the supervisory commission system of American style, and the listed enterprise whose totalasset is above 2 trillion shall set supervisory
commission. Therefore, the supervisors under the Korean law have fallen into an optionalinstitution. The introduction of American supervisory commission system by Korean law were strongly forced by theoutside press, it is too early to value its gain or loss. However, it is an
imperfect legislationto introduce the supervisory commission system withoutthe basic function of outside director and senior management, because it mayimprove the current supervisor system to strengthen the efficiency of supervision of enterprise. Whatever, the amendment of
Commercial Law in 1999 has become a base on the revolution from supervisor system to supervisory commission system. We are looking forward and observing the future of supervisor system of Korean joint-stock corporate.
At present, China is setting up its market economy system and develop the joint-stock corporate, therefore, it is necessary to introduce the legislation and legal interpretation experiences from other countries to improve the current theboard of supervisor system and strengthen the
supervision of corporate. In practice, China Securities Regulatory Commission issued the Listed Corporate Governance Rule to advice the listed companies to introduce American supervisory commission system, however, the current supervisors as legal supervisory institution exists
still. Meanwhile, henceforth, though it may possible that company may choose the model of the supervisory institution autonomously, it may impossible to fully introduce supervisory commission system and wholly give up supervisor system. Therefore, it is necessary to continue to strengthen the system of theboard of supervisor. For the strength and independence of theboard of supervisor, it is necessary to prescribe to increase the member of theboard of supervisory and limit the voting right of major shareholders on selection of the supervisors for more professional, the qualification of thesupervisors shall only be granted to the professional person, such accountant and lawyer; Meanwhile, for the strength of power of the board of supervisor, the board of supervisor shall be entitled to take action on behalf of the company, and the power of investigation shall be prescribed to the board of supervisor in order to improve the efficiency of the board of supervisor system.