Органи контролю в корпоративному управлінні

The article examines the system of corporate control bodies in capital companies in the context of the development of modern corporate governance and reform of corporate legislation in Ukraine. The relevance of the topic is due to the growth of the scale of economic activity, the complexity of the organizational structures of companies, increased requirements for transparency and accountability of the activities of management bodies, as well as the insufficient effectiveness of state supervision and the prevalence of corporate abuses. The purpose of the study is to determine the system of corporate control bodies and clarify their role in organizing supervision and monitoring of the company’s activities. The evolution of approaches to exercising control in capital companies is analyzed, in particular, the transition from audit bodies to models based on the functioning of the supervisory board, board of directors, internal audit service and specialized compliance control bodies. The key role of the supervisory board as a central element of the corporate control system, designed to ensure a balance between the interests of shareholders and the efficiency of management, prevent management abuse and exercise strategic supervision over the activities of executive bodies, is substantiated. The features of the board of directors within the framework of a one-tier model of corporate governance, which combines executive and control functions, as well as the importance of independent non-executive directors in ensuring transparency and accountability, are revealed. Special attention is paid to the internal audit service as a mandatory element of the control system, which independently assesses the effectiveness of risk management, internal control and corporate governance, contributes to the protection of shareholders’ interests and increasing financial discipline. The specifics of the compliance service as a special control body in the financial sector, primarily in banks, are studied, its legal status, competence and features of appointment, taking into account the regulatory requirements of the National Bank of Ukraine. It is concluded that the modern system of corporate control bodies in capital companies includes a supervisory board or a board of directors (depending on the chosen model of corporate governance), an internal audit service and, for individual entities of the financial sector, a compliance service. Such a system provides comprehensive supervision over the activities of management bodies and officials, contributes to increasing the efficiency of corporate governance, preventing abuse and improving law enforcement practice.