论我国独立董事的产生机制及其权责匹配

目前我国上市公司的独立董事只是公司治理的"花瓶"。他们不但没有起到应有的作用,反而加大了公司治理成本。其原因在于这些独立董事不独立、不懂事、无实权。我国独立董事制度应从独立董事的功能定位、产生程序和权责匹配入手,保证他们的独立性,增强物质和精神激励,发挥他们的积极作用。

On the Production Mechanism of the Independent Director and the Right-Responsibility Match

At present, the independent directors of the listed companies in China serve only as the "vases" in the governing of their company. They have not played a due role, but increased the administrative cost of their companies instead. This is caused by their lack of independence, initiative and real power. As is suggested in the paper, China's system of independent directors should be oriented according to the functions of the independent directors, started with the production procedures and the matching of rights with responsibilities, in order to ensure their independence, strengthen the material and spiritual incentive mechanism and give full play to their positive roles.