在對策方面，從個案實務研究中發展出一套解決上述公司治理及導入內部控制制度之組織衝突：在公司治理衝突的部分，可由增加外部或獨立董事，藉由股權結構改變並設策略控制目標來加強及監督；在內控制度衝突的部分，除了由內部稽核發揮功能改善內控制度之落實度，各經理人應定期檢視所設計之內控制度之有效性，避免流於形式。 ;When a company grows to certain size, we need to rely on the corporate governance and the internal control system to assist the board of directors, to increase the opportunities of sustainable operation. The company’s culture is formed by the chairman’s attitude and management style. The managerial hierarchy thinks the risk management and internal control system highly; the staff will also take them seriously. The managerial hierarchy’s attitude is related to the staff’s attitude. From the experience of the company which prepared for IPO, we will inquire into the organization conflict due to the corporate governance and the internal control system and to seek the countermeasures. After the interviews and the analysis found from the case company, in the development of company management and the internal control system, indeed there are different degrees of conflict phenomenon. The reasons, including stock appreciation after listing, salary incentives, pressure of operation performance which lead to the managerial hierarchy beyond control, the form is more important than the substance, benefit conflict …such internal management factors and so on. In the counter-measures, from this case study, we find out the method to solve the problems mentioned above, including corporate governance and the organization conflict occurs when leading in the internal control system to a company. In conflict of corporate governance: to increase the number of external or independent directors, by the change of ownership structure and set control policy to enhance and monitor the corporate governance. In conflict of internal control system: besides check the internal control system regularly by the internal auditor, managers should review the effectiveness and design of the internal control system, to prevent the internal control system becomes a mere formality.
