Viewpoint | Discussion on the governance structure of for-profit private schools
Published:
2021-11-24
Introduction Article 1 of the notice on the administration of name registration of for-profit private schools (hereinafter referred to as the notice) (No. 2017 156) stipulates that private schools shall be registered as limited liability companies or joint stock limited companies in accordance with the relevant provisions of the the People's Republic of China company law and the the People's Republic of China law on the promotion of private education, Its name shall comply with the provisions of relevant laws and regulations on company registration management and education. Accordingly, for-profit private schools have the formal characteristics of the company. The purpose of this paper is to explore the governance structure of for-profit private schools, so as to clarify the similarities and differences between the governance structure of for-profit private schools and general companies. Text The nature of 1. for-profit private schools is for-profit legal persons. According to the provisions of Article 1 of the notice, for-profit private schools may be registered as limited liability companies or joint stock limited companies. Combined with the classification of legal persons in Chapter III of the Civil Code, the nature of for-profit private schools should be for-profit legal persons. 2. for-profit private schools are similar to the general corporate governance structure. The Governance Structure of (I) for-profit Private Schools Article 20 of the Law on the Promotion of Private Schools stipulates that private schools shall set up school councils, boards of directors or other forms of decision-making bodies and establish corresponding supervision mechanisms ...... Article 21 of the Law on the Promotion of Private Education stipulates that school councils or boards of directors shall be composed of organizers or their representatives, principals, faculty representatives and other personnel ...... Article 22 of the Law on the Promotion of Private Education stipulates that, the school council or board of directors shall exercise the following functions and powers: (1) dismiss or dismiss the principal ...... Article 23 of the Law on the Promotion of Private Education stipulates that the legal representative of a private school shall be the director, chairman or principal. The twenty-fifth of the Law on the Promotion of Private Education stipulates that the principal of a private school is responsible for the education, teaching and administration of the school and exercises the following functions and powers: (1) to implement the decisions of the school council, board of directors or other decision-making bodies ...... Accordingly, the governance structure of for-profit private schools consists of the council (board of directors), the principal and the supervisory body. The council (board of directors) is the decision-making body of the school, which makes decisions on the education, teaching and administrative matters of the school. The principal is the executive body of the school, responsible for the daily work of the school and the implementation of the decisions of the decision-making body; however, its supervisory body is not composed of school employees, but It is composed of other administrative departments such as the Education Bureau. (II) the general corporate governance structure Article 37 of the Company Law stipulates that the board of shareholders shall exercise the following functions and powers: (1) to decide the company's business policy and investment plan... Article 46 of the Company Law stipulates that the board of directors shall be responsible to the shareholders and exercise the following functions and powers: (1) to convene the board of shareholders and report its work to the board of shareholders... Article 53 of the Company Law stipulates that, the board of supervisors and companies without a board of supervisors exercise the following powers: (1) Check the company's finances... The company's governance structure is reflected in the division of labor and coordination between the shareholders (large) meeting, the board of directors and the board of supervisors. The shareholders' (general) meeting is the authority of the company, which determines the company's business strategy and major policies. The board of directors is the executive body of the company, responsible to the shareholders of the company, responsible for formulating and implementing specific business plans, and responsible for the daily management and operation of the company. The board of supervisors is the supervisory body of the company, which is responsible for supervising the business behavior of the company and its directors, supervisors and senior managers. This division of labor within the company is also the optimal configuration of the modern corporate governance structure, and the "three meetings" cooperate with each other to achieve the company's profit-making goals. Comparative Analysis of (III) for-profit Private Schools and General Corporate Governance Structure As shown in the figure, the company is adjusted by the Company Law, and its governance structure is reflected in the division of labor and coordination among the shareholders' (general) meeting, the board of directors and the board of supervisors. Compared with the general corporate governance structure, as a special company, the provisions of the corporate governance structure of for-profit private schools are found in the Law on the Promotion of Private Education, which is composed of the board of directors (or council), the principal, the education administration department and relevant departments. The two are similar in terms of decision-making and implementation agencies. However, in terms of supervision institutions, the Company Law is a typical civil and commercial law, which pays more attention to the autonomy of market subjects, and sets up a board of supervisors or an independent supervisor system for the internal supervision of the company; the Law on the Promotion of Private Education not only requires for-profit private schools to carry out market autonomy, because the field of education is related to the national talent reserve and citizens' right to education, so that there must be appropriate intervention by the state, therefore, the setting of the supervision body also reflects the characteristics of state intervention, which is externally supervised by the education administrative department and relevant departments. This kind of supervision is not only post-event supervision, but also embodied in all-round supervision and guidance before, during and after the event. Conclusion The governance structure of for-profit private schools has the characteristics of "company-like", but it is not exactly the same as the corporate governance structure. The specific performance is that due to the particularity of for-profit private schools, their supervision institutions reflect the characteristics of state intervention, and the education administrative departments and relevant departments carry out external supervision.
Introduction
Article 1 of the notice on the administration of name registration of for-profit private schools (hereinafter referred to as the notice) (No. 2017 156) stipulates that private schools shall be registered as limited liability companies or joint stock limited companies in accordance with the relevant provisions of the the People's Republic of China company law and the the People's Republic of China law on the promotion of private education, Its name shall comply with the provisions of relevant laws and regulations on company registration management and education. Accordingly, for-profit private schools have the formal characteristics of the company. The purpose of this paper is to explore the governance structure of for-profit private schools, so as to clarify the similarities and differences between the governance structure of for-profit private schools and general companies.
Text
The nature of 1. for-profit private schools is for-profit legal persons.
According to the provisions of Article 1 of the notice, for-profit private schools may be registered as limited liability companies or joint stock limited companies. Combined with the classification of legal persons in Chapter III of the Civil Code, the nature of for-profit private schools should be for-profit legal persons.
2. for-profit private schools are similar to the general corporate governance structure.
The Governance Structure of (I) for-profit Private Schools
Article 20 of the Law on the Promotion of Private Schools stipulates that private schools shall set up school councils, boards of directors or other forms of decision-making bodies and establish corresponding supervision mechanisms ...... Article 21 of the Law on the Promotion of Private Education stipulates that school councils or boards of directors shall be composed of organizers or their representatives, principals, faculty representatives and other personnel ...... Article 22 of the Law on the Promotion of Private Education stipulates that, the school council or board of directors shall exercise the following functions and powers: (1) dismiss or dismiss the principal ...... Article 23 of the Law on the Promotion of Private Education stipulates that the legal representative of a private school shall be the director, chairman or principal. The twenty-fifth of the Law on the Promotion of Private Education stipulates that the principal of a private school is responsible for the education, teaching and administration of the school and exercises the following functions and powers: (1) to implement the decisions of the school council, board of directors or other decision-making bodies ...... Accordingly, the governance structure of for-profit private schools consists of the council (board of directors), the principal and the supervisory body. The council (board of directors) is the decision-making body of the school, which makes decisions on the education, teaching and administrative matters of the school. The principal is the executive body of the school, responsible for the daily work of the school and the implementation of the decisions of the decision-making body; however, its supervisory body is not composed of school employees, but It is composed of other administrative departments such as the Education Bureau.
(II) the general corporate governance structure
Article 37 of the Company Law stipulates that the board of shareholders shall exercise the following functions and powers: (1) to decide the company's business policy and investment plan... Article 46 of the Company Law stipulates that the board of directors shall be responsible to the shareholders and exercise the following functions and powers: (1) to convene the board of shareholders and report its work to the board of shareholders... Article 53 of the Company Law stipulates that, the board of supervisors and companies without a board of supervisors exercise the following powers: (1) Check the company's finances... The company's governance structure is reflected in the division of labor and coordination between the shareholders (large) meeting, the board of directors and the board of supervisors. The shareholders' (general) meeting is the authority of the company, which determines the company's business strategy and major policies. The board of directors is the executive body of the company, responsible to the shareholders of the company, responsible for formulating and implementing specific business plans, and responsible for the daily management and operation of the company. The board of supervisors is the supervisory body of the company, which is responsible for supervising the business behavior of the company and its directors, supervisors and senior managers. This division of labor within the company is also the optimal configuration of the modern corporate governance structure, and the "three meetings" cooperate with each other to achieve the company's profit-making goals.
Comparative Analysis of (III) for-profit Private Schools and General Corporate Governance Structure
As shown in the figure, the company is adjusted by the Company Law, and its governance structure is reflected in the division of labor and coordination among the shareholders' (general) meeting, the board of directors and the board of supervisors. Compared with the general corporate governance structure, as a special company, the provisions of the corporate governance structure of for-profit private schools are found in the Law on the Promotion of Private Education, which is composed of the board of directors (or council), the principal, the education administration department and relevant departments. The two are similar in terms of decision-making and implementation agencies. However, in terms of supervision institutions, the Company Law is a typical civil and commercial law, which pays more attention to the autonomy of market subjects, and sets up a board of supervisors or an independent supervisor system for the internal supervision of the company; the Law on the Promotion of Private Education not only requires for-profit private schools to carry out market autonomy, because the field of education is related to the national talent reserve and citizens' right to education, so that there must be appropriate intervention by the state, therefore, the setting of the supervision body also reflects the characteristics of state intervention, which is externally supervised by the education administrative department and relevant departments. This kind of supervision is not only post-event supervision, but also embodied in all-round supervision and guidance before, during and after the event.
Conclusion
The governance structure of for-profit private schools has the characteristics of "company-like", but it is not exactly the same as the corporate governance structure. The specific performance is that due to the particularity of for-profit private schools, their supervision institutions reflect the characteristics of state intervention, and the education administrative departments and relevant departments carry out external supervision.
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