Corporate Governance Perspective, The Independent Directors Of The Legal System

Since the 90s of the 20th century, knowledge economy has brought corporate globalization, which makes corporate governance facing unprecedented opportunities and challenges, countries around the world launched a corporate governance reform movement. Independent director legal regime that emerged under this big background, becomes the hot spot in the corporate governance. Independent directors display the functions of surveillances and balances,science and decision-making and so on in corporate governance, which had the positive significance in improving the corporate governance structure. China conforms to this trend in the listed company to introduce an independent director legal regime, and achieved certain progress, but much less than the default system, there are many problems in the implementation. Therefore, this article under corporate governance perspective, embarks from the construction independent director legal regime's stratification plane and relates our country reality, expecting to consummate for our country independent director system by my own theory position.This article is divided into five sections to describe how to build an independent director legal regime in China. The first part of the independent director legal regime overview introduces the independent directors and independent directors of the general theory of the origins and causes of the system, as an independent director legal regime and the relationship between corporate governance structure to provide a theoretical basis for discussion. The second part of the independent directors and the relationship between corporate governance, this section first discusses the corporate governance structure, corporate governance and the general theory, introduced corporate governance and corporate governance structure and relationship to define their own concepts, then introduced the model of corporate governance and to conduct its assessment, the final choice from the path of the introduction of independent directors and corporate governance of the relationship, and then analyzes the independent directors in corporate governance structure function and effectiveness. The third part of our corporate governance structure and its defects, leads to the introduction of independent director legal regime in China need further described the introduction of independent director legal regime in China's history and status of implementation; fourth part from the two major internal and external reasons detailed analysis in the independent director legal regime in China's shortcomings and obstacles encountered. Independent director legal regime in China to implement the reason why the effect of poor, first, because the legal regime of independent directors to run the external environment and poor governance, ownership structure has encountered unreasonable. "internal control" is serious, imperfect laws and regulations, professional manager market credit mechanism of underdevelopment and lack of corporate governance, conflicts with supervisory authority, system compatibility and poor external barriers; Second, our independent directors also designed the legal system itself is flawed, difficult in practice to play out of their prearrangement effectivenes, and in the independent directors in the nomination, selection, exercise, perform their duties, motivation, responsibility, supervision and other aspects of the problem, making the practice of independent directors "independent hard," and "hard power", "no time", "no power", "no regulation" a serious problem. Part V In view of the independent director legal regime in the current problems on how to build an independent director legal regime in China put forward proposals and measures. To perfect the legal regime were to improve the external governance environment, rationally define the relationship between independent directors and board of supervisors, elected to establish a scientific system of nomination, the exercise performance of their duties system, incentive and restrictive mechanism, monitoring mechanism and other aspects of the proposal. Finally, the paper concluded that the independent director legal regime in China, the role of Corporate Governance is irreplaceable, the introduction of independent director legal regime is more good than harm. But the independent director legal regime's consummation has a long way to go. To be listed management structure's progress not only needs the independent director legal regime's consummation, but also needs other system's coordination as well as the external environment support.