The Incentive And Restricting Scheme Of Independent Director System

Independent director system was originated in the America, then it was introducedinto the Corporate governance of civil law countries and common law countries, and playsa more or less effect in different conditions.To overcome the problems about “insidedealing”,our country introduced the Independent director system in the1990s.However,the Independent director system which was established did not fundamentally solve theproblems.The coexist of the Independent director system and the board of supervisorssystem caused the problems of the financial and manpower waste and the ambiguity ofpower and duties.This thesis is intended to improve the independent director system andmake it into our Corporate governance by perfect the inspiration restraint mechanism.This thesis is divided into four parts.The first part briefly introduces the the definitionand background of independent director system.The second part expounds the necessity ofincentive and constraint mechanism of the independent director of construction.The thirdpart discusses the status and problems of selection mechanism,reputation and remunerationmechanism, and power compensation obligation mechanism in China.The last part,aimingat the above problems, put forward some suggestions to improve it.