On The "Independent" Legal Status Of Independent Directors In China

America first set up the independent director system, main is to improve corporate governance structure, strengthen the supervision of the directors and executives of corporate governance behavior, avoid damage to the interests of the company. In our country in the last century the late 90 s is introduced into the system, to improve China’s current "dual system" of the corporate governance structure, and help the listed company to grow. But since the system implementation, does not play to the system designer to the desired effect. Some scandals of listed companies frequently appear, such as insider trading, accounting fraud behavior such as damage to the rights and interests of minority shareholders, hindered the long-term development of the company. Due to historical reasons, China’s enterprises "a dominant" shareholder structure goes about its business, not fully protect the interests of small and medium shareholders. The prime cause of the independent director can not play a role of supervision lies in its independent legal status has not been established. Therefore we should perfect the relevant laws and regulations, from the optimization of corporate governance structure and establish and improve the independent director into industry standard, the safeguard independent director’s independent legal status.In this paper, in order to establish security consummates our country the independent legal status of independent directors as the center, which is divided into four chapters:The first chapter for the legal status of independent directors "independent" basic theory. Expounds the legal status of independent directors "independent" meaning and theoretical basis, the emphasis on independent directors need to make sure that the form and essentially independent and unified.The second chapter for the domestic and foreign independent director "independent" legal status. From the world’s major legal practice of Anglo-American law system and continental law system countries learn valuable experience, examines the deficiency of the current legislation in our country. Around on the several problems existing in the independent director system in China, put forward their own proposals.The third chapter analysis for our country independent director, powers and obligations. "Independent" legal status of independent directors in decision authority can get give full play to, can independently bear responsibility and obligation. Through the independent director system to improve the corporate governance structure in our country, make it serve better the development of market economy in our country, the need to establish the rights of the independent directors, righteousness, the value orientation of responsibility consistency.The fourth chapter for our country independent director legal guarantee system and perfect. Mainly discusses the system of independent directors system and the incentive and constraint, and the construction and perfection of the independent director of industry standards. Puts forward to perfect the legal system of independent directors own some not mature opinions or Suggestions.