Study On The Independent Director Regime In Modern Corporate Governance Structure

The corporate governance in western countries transferred from the "shareholdercentralism" to the "director centralism" then to the "manager centralism", thedeficiency of supervision to the managers made that the issue of "insider control"became increasingly serious. "How to supervise the managers effectually" wasgradually becoming a grand worldwide issue in corporat governance. Theindependent director regime has a unique function of dealing with the issue of"insider control", and that is the reason why other countries transplant this regime oneafter another. The lawmaker established the independent director regime in thecorporate governance structure of our country, then both the board of supervisorsregime and the independent director regime exist in the corporate governancestructure of our country synchronously. The independent director regime isestablished in our country just for a short time, it needs to be amended in manyaspects, such as: the independent directors'qualification, appointment, authority andduty, remuneration, etc. The article uses the technique of historical analysis, practicalanalysis and comparative analysis, refers to the theory of jurisprudence, economicsand management, illustrate the momentous function and value of the independentdirector regime to the improvement of the corporate governance structure; The articleanalyzes the reason to the emergence of the independent director regime, then itdemonstrates the feasibility of the independent director regime in our country。At last,the article indicates some major problems in the implement of our independentdirectors regime, and then it puts forward some valuable proposition to theimprovement of the independent director regime in our country.