1. Corporate Governance
3. A CORPORATION

2. Joint-stock company (JSC)
A business entity in which different stocks can be bought and owned by shareholders. Each shareholder owns company stock in proportion, evidenced by their shares (certificates of ownership).
Thomas B. Courtney, The Law of Private Companies
Basic features:
big charter capital
equal value of shares
shares’ ownership may be transferred
limited liability of owners
managing bodies
compulsory disclosure of financial statements
compulsory audit
Basic types
public JSC (public co., publicly traded co., publicly held co., public corporation)
private JSC (privately held co., close corporation, unquoted co., unlisted co.)
Special types
“opened” and “closed” companies in some CIS members
Societas Europaea (SE) in the EU

3. Limited liability company
Also “private limited company”
A combination of partnership’s way of operation with limited liability of owners.
Usually de facto a specific form of a private JSC
less formal requirements, more freedom
less minimal charter capital
shares are tradable, but not on free market
not anonymous ownership
in some legislations: forced expropriation
ban on certain activities
in some legislations: different tax regime

4. General meeting of shareholders
Competences
decisions summing up a business year:
approval of reporting documents
distribution of profit
decisions on management
appointments
remuneration
crucial organizational and property issues
changes in the charter etc.
changes in assets
changes in liabilities
approval of the biggest transactions
decisions on shareholders’ rights
Meetings:
annual general meeting (AGM)
extraordinary
All owners, voice proportional to shares
simple and qualified majority
measures against violation of minorities’ rights
voting cap
voting in groups

5. Supervision body
Supervisory board (council), board of directors (partly)
Functions
realization of shareholders’ interests
realization of broader interests: stakeholders and the company
Decisions
strategies setting
realization of AGM decisions on assets
preliminary approval of annual reports and statements
creation of executive structures
decision on structures
personnel decisions
creation of financial control system
internal and external audit
In order to function efficiently
must be professional
must be neutral

6. Executive body
Executive board, managing board, chief executive officer (CEO) etc.
Great variety of solutions
Basics:
autonomous body 
competencies
internal: managing the company
external: representing the company vis-à-vis third parties
in judicial matters
in business matters
problems of competencies
whose agent?
agency problems