Chinese Independent Director's System Function Localization And Legal Matter Research

On January 1, 2006 onwards, the new "Company Law" to legislation provides for the establishment of listed companies should be independent directors. Practice has proved that independent directors make up for the existing system is a corporate governance structure of the lack of control and balance executive directors and the managers of the power of effective measures. However, in the operation of China's independent directors in many of the problems and deficiencies exposed, we further study to be resolved. Among them, the functions of the independent directors independent director system is a fundamental issue, whether or not the correct position directly related to the system of independent directors of listed companies in China to play a role.At present, China's theoretical circles on the functions of the independent directors focus on supervision, checks and balances, as well as strategic function. But in reality, the function of independent directors to play but it is affected by many factors, be difficult to achieve given the variety of functions. Since China's special market environment and corporate governance structure, determines China's independent director system of special positioning. Therefore, the function of independent directors will be appropriate to simplify, for the development of an independent director system it is particularly necessary.In this paper, as an independent director system's basic theory as the basis and starting point for research, analysis and comparison of the British and American countries and China's independent director system for the different functions of the theory, then raised on China's independent director system functions of the concept of independent directors to be on the functions of the monitoring function to the Secretary monitoring duties to suppress China listed companies "due to the dominance of" phenomenon, improve corporate governance structure. Since China's independent director system's own operation there and the external environment are constraining factors play its functions, therefore, we seek to play its functions from the impact of the factors proceed to the independent directors internal oversight mechanisms and the improvement of external protection mechanism proposals with a view to an independent director system of jurisprudence theoretical system and the legislative system of coordination and unity.