Ekonomiczna efektywność niezależności nadzoru w spółce akcyjnej
Economic effectivness of independent boards of trustees members in joint-stock companies

Summary/Abstract: The goal of this article is to answer the question if dualistic system with the introduction of full independency and overbalance of such independent members in a board of trustees leads to the achievement of postulated results, i.e. to the growth of the shareholders value. The understanding of the independency and by which way it is achieved – in Europe as well as in the USA, is to be claryfied at the begining. Empirical and legal comparative methods have been used in that area. Empirical research done in USA and Poland will be introduced and the monistic and dualistic systems shall be compared as following. All this should demonstrate that despite unquestionable advantages of appointing independent members of the boards of trustees, the relation of outlays and effects with the existing absolute duty of appointing independent members of the board of trustees shows negative. Close effects are simply achieved also in countries with systems, where the demand of independency is not that essential. An attempt has been undertaken to find the reasons for the negative results of the empirical research on the independency of the members of the boards of trustees and to characterize possible reasons of the lack of correlation between the company’s performance and the number of independent members in their boards of trustees. The authors hope that the scope of analysis drawn this way will contribute to the discussion, whether the independency of the controlling element in the boards of trustees of joint-stock companies guarantied by ius cogens should belong to the indisputable dogmas of the Polish company law.

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