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本論文共分為六章十六小節，計約五萬餘字。首章討論研究目皂、範圍、方法及限制 。第二章探討專案可行性評估的理訥基礎及文獻資料，包括專案可行性評估的意義、 功能及步驟，如何訂定專案可行性評估的指標，並簡述各種評估方法及其優缺點、應 用範圍。第三章為現行評估作業系統的探討，搜集到的資料有我國工研院、國營事業 投資評估方法、經濟部重要經建計畫評審，韓國矼究發展評審等。第四章，由前三章 的討論發展出經濟部科技顧問室經營管理類專案計畫可行性評估模式，包括評估程序 之確立、評估方法之選擇、評估指標及評估尺度的建立。第五章為本研究評估模式與 經濟部科技顧問室原評估作業之比較。第六章為本研究之結論與建議。

公營事業民營化儼然已成為九○年代的世界風潮，在我國自民國七十八年起正式宣示民營化政策迄今亦達五年有餘，然推行進度與成效及對經營績效是否具有正面效果的疑慮仍深植於許多人的心中。本文試圖從文獻回顧及國內實際個案對此一問題進行研究，但由於國內已有的個案數目太少且不具代表性及推行民營化的時間過短，很難採用完整的個案分析，故僅以其中兩個案作為代表，並輔以國外符合本研究目的之個案對所提出的命題做進一步的說明，以幫助了解該命題之實際意義。 　　經由國內外文獻探討後，本研究首先得出公營體制績效不彰的主因，藉以了解是否有必要以放棄公營體制的手段提昇經營績效，結果發現市場結構、資本市場不具競爭性及公營事業本身受到管制以致無法企業化經營等三項因素才是績效不佳的主要原因，因此乃以這三個因素作為本研究的自變數，並將公營事業民營化的定義擴大法律的解釋方式（依我國法律的規定，民營化的方式僅限於所有權移轉一項），觀察公營事業民營化在這三個自變數上的變化對經營績效有何影響，同時經由代理理論、財產權方面等文獻上發現，管理者是否有追求利潤的誘因乃是這些自變數影響經營績效的中介變數，因此乃形成本研究的研究架構。 　　在命題發展及理論建構上，乃根據本研究所提出的研究架構做自變數與經營績效關係之推導，分別為市場結構與經營績效、所有權與經營權結構與經營績效及企業化管理程度與經營績效，同時亦提出本之間的關係。本研究最主要的貢獻在於對「公有民營」的民營化方式對經營績效的影響做進一步的肯定，這種方式特別適合於該公營事業與政府關係處於對抗階段，且財務資金來源仍需依賴政府，對於我國的情形尤為合適。最後建議政府在民營化目標公司的選擇上，應考慮建構競爭環境的可行性及與政府之關係週期，且推行方式應更加多樣化，這對於推行成效及經營績效的改善皆有相當的助益。對後續研究者則建議能以本研究所推導的命題為藍本，進行個案或實證分析，使本研究能得到更進一步的確認。

This thesis critically assesses the design and operation of the corporate legal adviser (“CLA”) system for state-owned enterprises (“SOEs”) in the People’s Republic of China (“PRC”). / The study of in-house legal advisers (commonly known as corporate counsel) in Western jurisdictions has developed as its own subfield of studies of the legal profession. That literature shows that the roles that in-house legal advisers in Western corporations should and can play is heavily influenced by their corporate environments, corporate policies and attitudes of the corporate leaders with whom they work. There are a range of complex organizational and ethical issues faced by Western corporate counsel in discharging the functions of effective gatekeepers, advisers and preventive law practitioners. However, as compared with the abundant published works on corporate counsel in the era of post-Enron corporate America, there is little academic literature on in-house legal advisers in China. / In the face of the challenges and risks caused by the intensifying economic reforms in the PRC since the early 1990s, and China’s entry into the WTO in 2001, the PRC Government has been attempting to strengthen measures to preserve and protect those state assets that are managed and operated through SOEs. The supervisory body for SOEs is the powerful and well-known State-owned Assets Supervision and Administration Commission (“SASAC”) which is directly under the control of the State Council. / SASAC has perceived that corporate counsel in Western corporations have been playing a critical role in corporate risk management and decision-making, and have been accorded a high status within their organizations. Therefore one of the measures implemented by SASAC under its risk management framework for SOEs is the CLA system. The CLA system requires SOEs to engage licensed CLAs as part of the corporate governance and risk management system. Pursuant to the Administrative Measures for State-owned Enterprise Corporate Legal Advisers (2004) (the SASAC document governing the system), the role, rights and obligations of CLAs are set out. The policy objective is to ensure that SOEs are managed and operated in compliance with law and with proper legal advice. / SASAC leaders have claimed that the CLA system in SOEs has made great achievements in improving the risk management performance of SOEs. However, this thesis finds that SASAC has not properly addressed the ethical and role dilemmas commonly faced by Western corporate counsel. On the basis of the Western literature on corporate counsel and analysis of SASAC’s policies and the practice of SOEs, this thesis identifies the following key concerns with the CLA system of SOEs: the status and independence of CLAs, the qualification system for CLAs, the legal and professional regulation of CLAs, and the management structure and corporate culture of SOEs where CLAs work. Finally, the inherent problems caused by the power structure in SOEs, especially the role of senior cadres of the ruling Chinese Communist Party in SOEs, has not been resolved. / This thesis concludes that CLAs as corporate watchdogs in SOEs are still at the developmental stage. More empirical research of CLAs of SOEs is warranted to better understand how China, as an emerging world economic power, is to play on the international stage.

This thesis critically assesses the design and operation of the corporate legal adviser (“CLA”) system for state-owned enterprises (“SOEs”) in the People’s Republic of China (“PRC”). / The study of in-house legal advisers (commonly known as corporate counsel) in Western jurisdictions has developed as its own subfield of studies of the legal profession. That literature shows that the roles that in-house legal advisers in Western corporations should and can play is heavily influenced by their corporate environments, corporate policies and attitudes of the corporate leaders with whom they work. There are a range of complex organizational and ethical issues faced by Western corporate counsel in discharging the functions of effective gatekeepers, advisers and preventive law practitioners. However, as compared with the abundant published works on corporate counsel in the era of post-Enron corporate America, there is little academic literature on in-house legal advisers in China. / In the face of the challenges and risks caused by the intensifying economic reforms in the PRC since the early 1990s, and China’s entry into the WTO in 2001, the PRC Government has been attempting to strengthen measures to preserve and protect those state assets that are managed and operated through SOEs. The supervisory body for SOEs is the powerful and well-known State-owned Assets Supervision and Administration Commission (“SASAC”) which is directly under the control of the State Council. / SASAC has perceived that corporate counsel in Western corporations have been playing a critical role in corporate risk management and decision-making, and have been accorded a high status within their organizations. Therefore one of the measures implemented by SASAC under its risk management framework for SOEs is the CLA system. The CLA system requires SOEs to engage licensed CLAs as part of the corporate governance and risk management system. Pursuant to the Administrative Measures for State-owned Enterprise Corporate Legal Advisers (2004) (the SASAC document governing the system), the role, rights and obligations of CLAs are set out. The policy objective is to ensure that SOEs are managed and operated in compliance with law and with proper legal advice. / SASAC leaders have claimed that the CLA system in SOEs has made great achievements in improving the risk management performance of SOEs. However, this thesis finds that SASAC has not properly addressed the ethical and role dilemmas commonly faced by Western corporate counsel. On the basis of the Western literature on corporate counsel and analysis of SASAC’s policies and the practice of SOEs, this thesis identifies the following key concerns with the CLA system of SOEs: the status and independence of CLAs, the qualification system for CLAs, the legal and professional regulation of CLAs, and the management structure and corporate culture of SOEs where CLAs work. Finally, the inherent problems caused by the power structure in SOEs, especially the role of senior cadres of the ruling Chinese Communist Party in SOEs, has not been resolved. / This thesis concludes that CLAs as corporate watchdogs in SOEs are still at the developmental stage. More empirical research of CLAs of SOEs is warranted to better understand how China, as an emerging world economic power, is to play on the international stage.

本篇論文的主要目的是檢測會計師是否會影響其客戶投資效率。本研究以2007至2016年間的中國上市公司為樣本，實證結果顯示:（1）事務所層級的產業專家對客戶投資效率有積極影響。（2）會計師個人、事務所皆為產業專家時相對於非產業專家可以提高其客戶的投資效率且其對客戶的投資效率的影響大於單一產業專家。（3）會計師個人、事務所皆為產業專家時，對於國有企業投資效率的影響小於非國有企業。綜上會計師在提高客戶的投資效率方面起著至關重要的作用。 / The objective of this thesis is to examine whether the auditors affect the investment efficiency of its client. Using a sample of Chinese listed firms during 2007~2016, I find that: (1) Audit-firm-level industry expert is positively associated with its clients’ investment efficiency. (2) Industry expert at both firm and partner levels has stronger effect on investment efficiency than industry expert, either at firm-level alone, or at partner level alone. (3) When auditors are industry expert at both firm and partner levels, the effect of industry expertise on investment efficiency is more pronounced for non-state-owned enterprises than state-owned enterprises. In sum, auditors play a critical role in enhancing firm’s investment efficient.

This dissertation deals with the issue of Supervisory boards in Czech state-owned enterprises. At first it defines a clear set of terms to differentiate within appropriate legal forms of state entrepreneurship applicable in Czech Republic. Thereafter it offers the analysis of implementing the nomination process recently brought to our governmental system. The empirical part of this thesis is constituted by the qualitative research of personal policy of the state in four selected stated-owned enterprises carried out for the period from 2006 till 2015. Education, working experience, political membership and personal integrity were the main focus areas while researching the members of selected supervisory boards.

本論文共分為六章十六小節，計約五萬餘字。首章討論研究目皂、範圍、方法及限制 。第二章探討專案可行性評估的理訥基礎及文獻資料，包括專案可行性評估的意義、 功能及步驟，如何訂定專案可行性評估的指標，並簡述各種評估方法及其優缺點、應 用範圍。第三章為現行評估作業系統的探討，搜集到的資料有我國工研院、國營事業 投資評估方法、經濟部重要經建計畫評審，韓國矼究發展評審等。第四章，由前三章 的討論發展出經濟部科技顧問室經營管理類專案計畫可行性評估模式，包括評估程序 之確立、評估方法之選擇、評估指標及評估尺度的建立。第五章為本研究評估模式與 經濟部科技顧問室原評估作業之比較。第六章為本研究之結論與建議。

Audit committees (ACs) can enhance corporate governance in the public sector, particularly in State Owned Enterprises (SOEs). This study adopted a qualitative research approach to identify factors contributing to the effectiveness of ACs in selected Namibian SOEs to provide sound corporate governance. The empirical data was collected primarily through semi-structured interviews with participants as well as from field notes and company documents. The study highlighted certain AC characteristics and practices contributing to the effectiveness of ACs in selected Namibian SOEs to provide sound corporate governance. The mandate, composition, managing the activities of the AC, performance assessment of the members of the AC and reporting of the AC if applied correctly can enhance effectiveness of ACs. The study also highlighted weaknesses, suggesting that some of the ACs needed improvement in order to enhance corporate governance at SOEs. / College of Accounting Sciences / M. Phil. (Accounting Sciences)

O presente trabalho acadêmico procura construir um referencial teórico baseado no ordenamento jurídico brasileiro para definir o papel da empresa estatal no mundo contemporâneo. Trata-se do ponto de partida para compreender a atuação do Estado como acionista controlador e as regras de convivência com acionistas privados em posição minoritária e com outros grupos de interesse afetados pela atividade empresarial. A abordagem do tema apóia-se na idéia central de que toda empresa estatal está investida de uma missão pública, explícita ou implicitamente incorporada no objeto social, que varia conforme a natureza da atividade exercida e está sujeita a adaptações ao longo do tempo. A missão pública coexiste com a finalidade lucrativa inerente ao modelo de companhia e serve para condicionar a ação do Estado enquanto acionista controlador e dos administradores, dando conteúdo a seus deveres fiduciários. / This dissertation aims at establishing a theoretical framework according to Brazilian law to identify the role of state-owned enterprise in contemporary world. This is the first step to understand what the governments behavior should be as a controlling shareholder and the legal rules applied to its relationship with equity investors and others stakeholders. The approach is based on the assumption that every state-owned enterprise has a public mission implicitly or explicitly included in its bylaws objectives. The public mission varies according to the nature of the business and should be redefined from time to time to keep adherence to the external environment. The public mission coexists with the companys profit scope and guides the States actions, as well as those of directors and officers. For that reason the public mission is embedded in their fiduciary duties.