现代公司制度是现代市场经济国家当中的一种基本企业制度,也是我国国有大中型企业的改革方向。现代公司制度与传统企业制度的基本区别是所有权和经营权的分离。由于这种两权分离,资本所有者可能要承担因经营者的失职、能力不足或谋求个人私利等原因造成的损失,这种损失也称代理成本。要减少代理成本.就需要设置一种恰当的机制,使得经理人员的行为目标和股东的利益一致。这一机制也就是由公司的股东大会、董事会和经理人员组成的公司(法人)治理结构 The modern company system is one of the basic enterprise systems in the modern market economy countries as well as the reform direction of the state-owned large and medium-sized enterprises in our country. The basic difference between the modern company system and the traditional enterprise system is the separation of ownership and management. Because of the separation of these two rights, the capital owner may have to bear the loss caused by the operator’s negligence, lack of ability or personal gain, which is also called agency cost. To reduce agency costs, an appropriate mechanism needs to be set up to align managers ’behavioral goals with shareholders’ interests. This mechanism is also the company (corporate) governance structure composed of the company’s general meeting of shareholders, board of directors and managers