我国上市公司独立董事制度批判

自2001年8月中国证监会《关于上市公司建立独立董事制度的指导意见》公布以来,我国上市公司独立董事制度得到了广泛的推广,但是,从该制度运行几年来的实际效果看,并没有实现中国证券监管机构的初衷。我国上市公司不具备与独立董事制度相适应的公司治理结构和公司股权结构,而且独立董事难以实现真正的独立性以及独立董事制度对中小股东利益的保护难以真正发挥作用是我国上市公司独立董事制度未能产生预期效果的重要原因。

Review the Independent Director Institution of Listed Companies in China

Since the promulgation of "Guiding Opinions on Establishing the Independent Director Institution of Listed Companies" by China Securities Regulatory Commission on August 1st, 2001, the independent director institution of listed companies in Chinese mainland has been spread on a large scale. However, from the effects of implementing this institution, CSRC hasn't realized their initiative objective. This article attempts to put forward the reasons why independent director institution failed to bring about anticipated effects. They could be listed as follows: First, our listed companies have no possession of corporate governance structure and corporate stock structure corresponding with independent director institution. Besides, independent director institution could hardly obtain genuine independence and has certain difficulty in protecting the interests of middle and small stockholders.