Research Of Independence Of The Indepndent Director

In order to protect the interests of the company and the interests of minority shareholders, restricting large shareholders to use his dominant position not to harm the company and shareholders, China took the lead in introducing independent director system in listed companies. The independent director is the director who is not served as any other post except the director and do not have the relationship with their company and its major shareholders which could hinder his independent and objective judgment. Independent directors monitor, evaluation and balance the inside directors. In order to achieve this goal, the independent directors must be independent from the company, that is, they can not have any relations with the company which may impact on its objective and injure their independent judgments, namely "independence"."Independence" is the character of the independent directors of the most basic core, of course, independent directors of the legal system is the most important character features. However, in China, due to the irrational ownership structure, and "the dominance" prominent, independent directors are in fact the largest shareholder or the management nominated. And independent director and major shareholder is the "employment" relationship, so it is difficult to protect the independence from the large shareholders and management when they exercise their powers. It will be not achieve the purpose of listed companies to establish independent director system. It can not protect the interests of all shareholders, especially minority shareholders and the company, resulting in a large number of "compassionate directors","Vase Director". The effectiveness of independent directors can not be fully realized. China should further strengthen its terms, to improve its elected system, preserve its independence, to create a variety of conditions and the implementation of a variety of incentives to protect them fulfill its mandate.This article is divided into four parts.The first chapter elaborates the independent directors system. Introduced the concept of independent directors, features, and briefly explain its emergence and development to introduce the role of supervision and decision-makers outside the company.The second chapter is the connotation of the independence of independent directors. Elaborate on the independence of independent directors, including the independence of the independent directors of the connotation and the factors that affect the independence of the independent directors:the election of independent directors, compensation, ownership, independent directors is composed of the number and structure.The third chapter is the analysis of the independence of the independent directors in China.Introduce the problems of the independent director system in China, including independent directors easily controlled by the company "insider" imperfect laws and regulations and legislation on the practice of reality, independence is difficult to guarantee the phenomenon; and specific analysis of this phenomenon of external theoretically causes and other independent directors own reasons.The fourth chapter is the measures to perfect independence of the independent directors in China. According to the above analysis of the current situation and causes, we discussed a series of measures to further improve the system of independent directors and ensure its independence. It mainly includes improving the selection, qualifications, remuneration and other measures of the independent directors, as well as establishment and improvement of a matching external theory.