On The Independent Directors’ Selection In China

Since2001August the China Securities Regulatory Commission issued " on theestablishment of independent director system in the listing Corporation guidance since "Theindependent director system of China Construction,started to enter our field of vision, andgradually become the social economic life in the market. Independent Directors CorporateGovernance in China has played a more important role，and the independent director’s workhas been widespread concern in society and attention. Independent directors as set up in thecompany and a special organization, to balance the benefit conflicts between shareholders andmanagers, supervision and restriction of "insider control ", and improve the corporategovernance plays a positive role.But as a new transplant from foreign company legal system，China’s independent directorsystem in theory research and practice is still in the initial stage, there are many shortcomingsin practice, how to further improve the system of independent directors to fully play the roleof independent directors, we need to unremittingly spirit to explore the theory and practice.In the construction of the independent director system, the independent director’squalifications and selection procedures appear particularly pressing. Because the qualificationof independent director and selection procedure is independent director independent directorteam into the first close, it is the starting point of construction of team of independentdirectors and the. On the other hand, hire is to ensure the independence of the independentdirectors independence the key links.This paper attempts to combine China’s independent director election system presentsituation, has analyzed the independent directors in Corporate Governance: role and status,analyzes the existing problems and causes and selection of qualification program, introducedforeign independent director of practical experience, and the independent director of ourcountry produce, appointment, dismissal and problem made simple comparison. Then, how toimprove the qualification of independent directors to talk about some of view with recruitingprocedure.The full text is divided into four parts.The first part is the independent director system theoretical analysis, put forward theconcept of independent directors and the origin, and introduced the various countries toindependent directors and corporate governance rules. This part of the definition ofindependent directors on the basis of the concept, analysis of the independent directors of thecharacter and its action, pointed out that the independent director system to play its due role is the key to select the independent system.The second part empirical analysis of China’s current independent directors’ employmentsystem, introduces the independent director system in China in the current selection systemdesign and operation, points out the existing problems, the detailed analysis of theindependent director independent root lies in the selection of the independent directors systemof qualification is not clear, elective procedures is unreasonable wait for a problem improvingthe selecting system,The third part of the comparative analysis the Chinese and foreign independent directorsystem. Independent directors from the main produce market environment, qualifications,number, recruiting procedures, dismissal procedures done in a simple comparison, points outthat foreign advanced practice, put forward to draw lessons from his country to the advancedexperience of the feasibility and significance.The fourth part puts forward the selection of independent director system target valueand put forward the corresponding improvement countermeasures on Perfecting Independentdirector system, selecting the qualification, election procedures for dismissing procedure andso on, and puts forward some ideas.This paper use the comparative law, logic analysis, empirical analysis, demonstrationmethod, supplemented by facts, case and statistical data, efforts will be the combination oftheory and practice, in order to emphasize the theory on the process of attention to the issuesof practical value.