Study On The Independent Director System In China's Listed Companies

It' s well known that the percentage of state-owned stocks in China is too large and corporate governance is not perfect. Therefore, the Large shtireholders often offend the rights and interests of small holders. However, for many reasons, the reduction of state-owned stocks hasn' t been pushed forward. These are the background that the independent director system came out in China' s listed companies. There' s no doubt that without considering the above factors,the viewpoints on the independent director system may be one-sided, resulting in excessive expectation, disappointment or pessimism. Obviously, these results do no good to improve the governancestructure of the listed companies in China. The actual attitude is to recognize the fact, to participate in the practice, and to help to establish and improve the independent director system. This papei .irs^y introduces the establishment and development the process of the independent director system, implies the reasons to establish the independent director on the unitary board system and the necessity of the independent director system of the listed companies. On the above analyses, this paper puts forward some suggestions on the funtion of the independent director system and the incentive and restrain system.Integrating with our nation' s factual situation , this paper >bes into several problems on the establishment of the independent director system in China, which consists of four parts:The first part expounds the basic theory of the corporate governance and the independent director. Firstly, it introduces the basic concept , the aims, the requirements and the major contents of corporate governance and then compares the governances of major western countries.The second part introduces the background of the independent director system in China' s listed companies.The third part discusses the present situation and problems of the independent director in China.The forth part puts forward some suggestions on how to improve China' s independent director system.The last part concludes the key points in this paper.