The author considers features of functioning of organs of government (board of directors and management) in joint-stock company. It is possible to present company director not only in the form of organs which is born by fiduciary duties of due care before the company and its shareholders of the company, but also as agents who render services to shareholders. The author suggests to consider organs of government in two directions (as corporate organ which are allocated by powers and are a company integral part and as agents who render services to shareholders) as such review allows shareholders to expect the true purposes of a director and not to admit destruction of shareholder value.
The author dwells on the corporate governance as a tool of companies management. He is sure that corporate governance international standards should be adapted to the Russian practice. Long-term experience of cooperation with dozens of companies allowed him to elaborate a four-factor PhICS approach that allows to build up an individual corporate governance system in relation to a particular company and to choose from the theory of corporate governance only what really contributes to increase the company efficiency in a real business.
The article analyzes the structure of corporate governance, which bears the name of “team production”. The theory of team production assumes not only (not so much) increase of the owners welfare, but supposes assessment of each participant’s contribution into corporate governance, into the final result of the company’s activity through mutual cooperation. The author considers the theory of team production aimed at ensuring socio-economic well-being of society, not just to receive corporate benefit. With the help of the presented model it is possible to improve qualitatively the structure of corporate governance.
The mechanism of macroeconomic quasi-stabilization is found, although its main features are not yet fully understood by the world economic community.