论我国独立董事制度的完善

On the Perfection of the Independent Directors System in China

独立董事制度是公司治理结构变革的模式之一,该制度创设于英美,推广于全球。在我国,建构具有中国特色的独立董事制度,离不开对该制度的历史解析和本质探究。独立董事的独立程度,是制约独立董事制度功能实现程度的关键因素。独立董事制度的完善,必须确保独立董事的独立性,加强对其行为的法律规制。

The independent directors system, which was originally created in UK and USA and has been widely applied the world, is one of the models for corporate governance structure reform. In China, it is necessary for us to study the history and nature of the independent directors system in order to construct a specialized system based on our own practice. The degree of independence of independent directors is the key facto restraining the realization of the functions of independent directors system. For the purpose of the perfection of the independent directors system, the independence of independent directors and their legal regulations are needed.