| In accounting academy of foreign countries, earnings management has been a research subject for nearly 20 years. Subsequently in China, the research work of earnings management is also in process, which is very hot today. A listed company's earnings management make the company earnings information deviate from a company reality , bring about accounting information lacking fidelity , quality of accounting data is low, and do not reflect a company's financial status and managing performance. Not only distorts stock value, disturbs capital market order, moreover misleads the decision-making of investors, damages the extensive investor's benefit. The defect of listed companies' corporate governance structure provides many chances and space for earnings management; our country introduced independent director system to perfect a listed company governance structure because of this, at the right moment. The purpose of setting up an independent director in a listed company is under the condition of lacking superintending mechanism in the company, and expect the independent director play the role: being able to countervail a strong stock holder, keeping watch the company administrative behavior and monitoring listed company's behavior of breaking the law or violating regulation, in order to improve a listed company financial information, protect shareholder's benefit. But, at present , independent director does not play role in the corporate governance structure, there are large amount of behavior of breaking the law or violating regulation in the listed companies, earnings management also are common existence.This paper start from the basic theory of earnings management and independent director system, and combine with home and abroad demonstration research result to analyzes the effect relation between the independent director system and listed companies' earnings management, through analytical research we think that independent director can supervise, control, examine, and reveal a listed company earnings management behavior. But at present, the situation, is very dissatisfactory, main cause is that selections of the independent director mechanism, salary payment mechanism, incentive mechanism and restraint mechanism have not improved and perfected, the independent director thereby can not to bring function effect into play, can not supervise earnings management behavior of listed company. Therefore, this paper submit corresponding countermeasure suggestion, to look forward to improving at present current situation, give full scope to independent director, control our country listed companies' earnings management behavior.The main body of this paper is composed of from six parts: Partâ… , has introduced the selected topic background, home and abroad research, research significance, studies method, content of this paper. Partâ…¡, has introduced the basic theory of earnings management and independent director system. Partâ…¢has been discussed the effect that the independent director system on a listed company earnings management first; and then have analyzed the effect that a listed company earnings management on independent director system. Fourth, have analyzed independent director system and listed companies earnings management current situation, and have analyzed the cause bringing about this current situation. Partâ…¤has brought forward suggests to improve and perfect independent director system in order to reinforce governing the listed companies' earnings management behavior. The sixth parts have summed up the main work and innovation of the thesis, and points out the further research work to be down in the future. |