The Analysis Of The Independent Director System In China

Independent director system originated in the1940s, beginning just harm theoverall interests of the company in order to prevent large shareholders or themanagement of internal control, and the establishment of non-executive directors。From the1970s, due to the outbreak of the bribery scandal of the large number oflisted companies in Europe and the United States, the public held on the the bosscompany’s executives severe distrust of theory and practical circles again reflect thecompany’s independent director system, and started the Independent director ofresearch of the system and reform。Up to now, the independent director system inEurope and the United States and other countries has been basically established andimproved, and plays an important role in。Our theoretical circles in the late1990s tostudy the independent director system, formal rules introduced by the SFC in2001,《guidance on the establishment of an independent director system in listedcompanies in China》 to establish an independent director system,after ten years ofdevelopment, the independent director system in listed companies in China hasbasically established。 As China’s market economy is still in the start-up andtransition phase, however, a lot of system has not been perfect, which also led to acertain lack of independent director system in our country on the system, and theoperation is not smooth。Currently in China’s listed companies, independent directorshas yet to play its due role。The role of independent directors as independent of the company’s internalsupervision of the company’s shareholders and board of directors, to solve theproblem of "internal control" to prevent controlling shareholders against the interestsof minority shareholders and company management process in their professionaleyes on the operating decisions of the company guidance and recommendations。However, due to our legislative and independent directors make too manyregulations, related institutional also not perfect, our lack of independence of the independent directors, independent directors are often manipulated by the majorshareholders of the company or in connection with close ties to this there is a hugehidden for the development of China’s listed companies and a market economy run。In this context, the independent director system and some research and analysis,system analysis, comparative analysis and other research methods。Analysis of theconcepts and features of the independent directors, leads to the origin and historicaldevelopment of the independent director system, due to a series of problems thatexist in our current boss company, we must establish and perfect the system ofindependent directors, but because of institutional and legislative the absence of leadindependent director system in our country there are a considerable number ofdefects。The article is divided into five parts：The first part, elaborated the conceptand characteristics of the independent directors, independent directors to understandthe concepts and features of the narrative； The second part is the origin anddevelopment of the lead independent director system, from a historical perspective toanalyze the reason for the birth of the independent director system and the processesexperienced；The third part is the necessity of the establishment of an independentdirector in China to discuss the urgency and necessity of the establishment of anindependent director system in the country, through the analysis of some of the listedcompanies in China’s current internal problems；The fourth part is to analyze some ofthe characteristics of China’s listed companies, discuss the independent directorsystem in China to establish and perfect the plight of China’s current system ofindependent directors of the role play is not good；The fifth part of the Improvementof Independent Director System for the plight system of independent directors oflisted companies in China, combined with China’s national conditions on the basis ofsome of their own views, and also proposed to improve the supporting systems andsystem viable sexual countermeasures.