On The Improvement Of The Independent Director System

This article uses the realdiagnosis analysis. The author takes carefully ten samples and carries on the real diagnosis analysis to our present independent trustee system. The author carries on the analysis from the independent trustee's population proportion, the basic situation, the fulfillment duty situation, the assignment continuity, the reward and so on, and calculates the corresponding data to provided the data support for the behind research. The author concludes that our independent trustee system has following several problems: First is the system establishment intrinsic power insufficient from the independent trustee system beginning observation, for our independent trustee system establishment has the passivity to the company and compulsory. Second is that our independent trustee maintains its independence with great difficulty and this is the independent trustee system fatal flaw. The independent trustee has the mechanism institutional flaw. The independent trustee's population proportion is insufficient to support the independent trustee to play our system introduction system anticipated role; In the economical attachment status causes it to be with difficulty independent; The independent trustee's specialized knowledge and correlation work experience is the restriction. In the foundation of front Studies, this article proposed the suggestion correspondingly from following several aspects: The author thinks in the long-range view, must revise our "Law of corporation", "Securities law". Then from following several concrete spot obtaining: We should enhance the proportion in board of directors. Second is that we must consummate the independent trustee qualifications request, and we must elect the nomination aspect to guarantee the independent trustee's independence of will. Third is that we must request the independent trustee to have specialized knowledge such as law, financial accounting, economic, management science. Also the independent trustee should have 3～5 year correlation work experience. Furth is to make it clear about the independent trustee's right, the supervisory authority, the reviewing authority, the veto, the information right to know and so on.