The Study On Legal Problems Concerning The Function Fulfillment Of Independent Directors In Listed Companies

In many years,both in the theoretical and practical circles are subject to great controversy with Independent director system.In fact,there are very few regulatory initiatives such as the independent director system,on the one hand has been tenacious enforcement,on the one hand has caused such a heated dispute.In the positive sense,the independent directors of the corporate governance and major shareholders played a containment,checks and balances,to balance the contradiction between shareholders and management,major shareholders and small shareholders and other contradictions between the problems are helpful;and questioners believe that the company Independent director is only the image of the company's beautification of the props,known as the "vase director",that the system did not really play a real role.And in which the independent directors of the function of the study has been the focus of all parties.In terms of functions,most of the other countries will be independent directors as a supervisory body,its function is located in the supervision.However,due to China's corporate governance structure and the European and American legal and civil law countries are different,that is,China has set up an independent director system and the board of supervisors system,so the functions of independent directors will be different from other countries.Although the experience of other countries,although reference,but can not be used directly.This article from the Vanke "6.17" board of directors and its post-event as the starting point in the analysis of the incident there is no legal issues,to explore its roots,found that the problem is that the independent directors of the authority is still unclear,and authority The roots and functions.Therefore,in the following research,the author first analyzes the functions of the independent directors,and finally determines the interests of the minority shareholders in the supervision function and the tendency of the decision-making.And then based on the positioning of the functions of the independent directors of the corresponding authority,as well as the relevant security of progressive analysis,and ultimately the existence of the problems put forward their own views.