Independent Director System

Economic globalization has become the mainstream of the development of the world economy today, and being one of the most important subjects of the modern economy, corporation plays a very important role in the economic development under the atmosphere of economic globalization. At the same time, the popular of regional trade cooperation made the trade between countries adjacent to each other more and more closely and enjoy the benefits of economic development. With the emerging of multinational companies, the flowing of capital, technology and talent become more and more frequently.. Although the Company Law is a country’s domestic law, promoting the convergence and consistency of the area within the scope of the Companies Act is absolutely useful to decrease the cost of trade and to avoid the friction between trading countries. As an important boundary marker in the integration process of the Companies Act, Convergence of corporate governance should have attract lots of focus from every country. China Japan and South Korea, located in Northeast Asia, should comply with the Companies Act integration trends, start from the goal of promotion of capital, technology, talent, and enhance the economic competitiveness of these three countries, and then try to establish a relatively uniform Corporate Governance Guidelines, and achieve to the continuous improvement of the national corporate governance. Because of the lack of a regional organization Northeast Asia, the integration of the EU Company Law does not provide an effective blueprint for us. Therefore, as to the Northeast Asia companies act integration, continuing to learn and improve from each other would be a valid approach to promoting of the substantial integration process. With the hope to perfect the governance of corporation, China, Japan and South Korea, which belong to the civil law countries and utilize the Dual system of corporate governance structure, are all take in the independent director system This thesis from the angle of shareholding structure, capital structure of listed companies in China, Japan and South Korea, analysis the model, the number of regulation, the election mechanism, powers and operation mechanism, as well as relations with the Board of Supervisors coordination of independent director system, and then summarize the similarities and differences of this system. At last, start from the actual situation of independent Director System of China, give some suggestion about how to perfect the independent Director System, and to promote the integration of Northeast Asia Companies Act at same time.