Guizhou University of Finance and Economics, Guiyang, China
The independence of independent directors is a prerequisite to ensure that the independent directors of listed companies fulfill their functions according to law and effectively play the role of external supervision, however, there is a lack of corresponding norms in the existing laws and regulations to guarantee the independence of independent directors of listed companies. Since the independent director system of listed companies was established in China in 2001, after more than 20 years of improvement and development, the independent director system has become an extremely important part of the governance structure of listed companies. However, hidden worries still exist under the auspiciousness. Factors such as unreasonable nomination and selection system, unclear positioning of independent directors, significantly low remuneration, and mismatch of responsibilities and rights threaten the independence of independent directors of listed companies, leading to the problems of independent directors' interests, role positioning and non-independent performance of their duties. This paper starts from the independence of independent directors of listed companies. This paper analyzes the causes of the lack of independence and puts forward the countermeasures and suggestions to safeguard independence.
Independent Directors, Independence, Listed Companies, Matching Authority and Responsibility
Chen Wenqi. A Study on the Lack of Independence and Countermeasures of Independent Director System in Chinese Listed Companies. The Frontiers of Society, Science and Technology (2023) Vol. 5, Issue 16: 71-78. https://doi.org/10.25236/FSST.2023.051612.
 Liu, Yanwen, and Zhang, Xiaohong. Corporate Governance. Tsinghua University Press, Second Edition, May 2014, p. 84.
 Zeng Y. Reconstructing the sole director system of listed companies. Tsinghua Law, No. 4, 2021.
 WANG Li-xiang, YAO Xiao-tao. Why do IPO Firms Hire Independent Directors Who Are Technology Experts—Similarity Attraction, Strategic Needs and Follow-up Imitation [J]. East China Economic Management, 2019, 33(06):132.
 Cui Hao. Differentiated Diligence Obligation Determination Criteria for Independent Directors. Qinzhi, February 2023:16-18.
 Huang Hui. Legal obligations and accountability of independent directors: international experience and Chinese program. Chinese and foreign law, 2023:201-220.
 Gan, Xiaodong. A study on the reconstruction of liability of independent directors of listed companies. Finance and accounting newsletter. 2023, no.10:110-115.
 Bai Mulong, Chen Zixuan. Reflection and improvement of independent director system of listed to companies in China. Gansu CPPCC, 2022, No.6.
 Bi Ge. What is the significance of the Kangmei Pharmaceuticals case for stock market governance[N]. China Business News, 2021-12-27.
 Tang Xin. Being cautious about the legal liability of sole directors[J]. China Finance, 2019.
 ZHOU Zegong, LU Qiannan, LEI Ling. Do independent director compensation incentives curb corporate irregularities? [J]. Journal of Central University of Finance and Economics, 2021(2).
 Lucia C D, Pazienza P, Bartlett M. Does Good ESG Lead to Better Financial Performances by Firms? Machine Learning and Logistic Regression Models of Public Enterprises in Europe [J]. Sustainability, 2020,12(13):1-29.
 Alareeni B A, Hamdan A. ESG Impact on Performance of us s&p 500-listed Firms [J]. Corporate Governance International Journal of Business in Society, 2020, 20(7):1409-1428.
 Li Luying. Fault Determination of Independent Directors' Liability in Securities Misrepresentation--Another Discussion on the Improvement of China's Sole Director System. No. 22, 2022.
 Li Shuguang. An overview of the case of Kangmei Pharmaceuticals [J]. Law Application, 2022,(2):118-126.
 Liu Xue. On the Duty of Care of Independent Directors[J]. Shanghai Finance, 2022,(1):72-74.