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本文将股权结构、董事会安排、高管薪酬等内部治理要素纳入到银行公司治理的范畴,在比较国外上市银行两种典型的治理模式的基础上,分析我国上市银行的内部治理机制。结果发现,中国上市银行股权结构存在股东属性多元化、股权集中度和制衡度差异明显等特征;董事会的职能定位介于盎格鲁—撒克逊模式和欧洲大陆模式之间,从形式上看是一种混合模式,从权力配置角度看是一种单一决策、双重监督的治理结构;中国上市银行高管的薪酬形式基本上是以短期激励效应的现金薪酬为主,没有长期激励效应的限制性股票奖励和股票期权等薪酬形式。
In this paper, the internal governance elements such as ownership structure, board of directors arrangement and executive compensation are included in the category of bank corporate governance. Based on the comparison of two typical governance models of listed banks in foreign countries, this paper analyzes the internal governance mechanism of listed banks in our country. The results show that the ownership structure of the listed banks in China is diversified, the concentration of ownership and the balance of checks and balances are obvious. The functional orientation of the board of directors lies between the Anglo-Saxon model and the continental European model, which is formally a hybrid Mode is a kind of single-decision and dual-supervised governance structure from the perspective of power allocation. The remuneration of executives in China’s listed banks is basically based on the short-term incentive effect of cash compensation, and there is no limit to the long-term incentive effect of stock awards and Stock options and other forms of remuneration.