一、难以回避的问题长期以来,我国公司监事会的功能疲软,与其在治理结构中与董事会的平行地位极不相称,这是有目共睹的事实。但是,监事会的监督作用究竟如何发挥?人们对此并无深入的研究。由于监事会不具有决策和经营管理职能,因此如果监事会因行使监督权而对董事会及高级管理人员的不当决策或业务予以纠正,就有可能超出其职能范围,从 First, the problem is difficult to evade For a long time, the function of the board of supervisors in China is weak, rather than its parallel with the board of directors in the governance structure is disproportionate, which is for all to see. However, how does the supervisory function of supervisory board exert its influence? There is no deep study on this issue. Since the board of supervisors does not have the functions of decision-making and operation and management, if the board of supervisors improperly makes decisions or conducts against the board of directors and senior management due to the exercise of its supervisory authority, it may go beyond the scope of its functions and from