The Analysis Of Independent Director Keeping Independence In Wanke's Stock Struggle

Since the opening up,China has undergone earth-shaking changes.However,the principal-agent problem of listed company is still remaining.Due to reforming of chinese state-owned company,the phenomenon of depending controlling shareholder is ubiquitous and the right of minority shareholder cannot be well protected.To solve this problem,independent director system was introduced and relived the conflit between the minority shareholder and controlling shareholder in 2001,but a lot of indepent directors are still subject to the power of controlling shareholders.Baoneng bought a lot of shares of Wanke in 2016,which was a company with non-actual controller.At the mean time,the management opposed Baoneng to manage the company,Wanke were involved in the stock struggle.The independent director showed his ideas and disclosed the imformation timely,which is meaningful to the research.During the past research,people focus more on if and how the independent director remained independence by empirical analysis.This paper collected the domestic and foreign definition of the independent director and make conclution of the cause of dereliction of duty,summing up the motivation factor from the perspective of economics and management.The second part of induces the existing theoretical results from the aspect of reputation,age,educational background.At the meanwhile we discuss the influence of these factor on independent director and motivation to remain independent.In the past cases,the phenomenon independent directors becoming a management puppet is widespread.We think the propotion of the independent directors,professional background and compensation level make no effect,and the ownership structure and the concern of reputation will motivate the independent board's performance.In the end,this paper indicates the deficit of the selection mechanism.According to the reality,we not only propose the advice of the salary insentive,reputation motivation etc,but also explore where the laws and regulations need to be improved,then our corporate governance is developing in a more effective way.