基于激励视角的独立董事有效性博弈分析

我国上市公司法人治理结构不完善,公司的董事会和监事会受到担任公司决策者的大股东控制,导致董事会对经营者监督的缺失、董事会无法保护股东利益、公司资产大量流失等一系列问题,故引进英美法系国家的独立董事制度。文章从激励的角度通过建立博弈模型来定性阐述如何确保独立董事的有效性。

A Gamble Research of Independent Director's Validity Based on the Incentive Mechanism

Management structure of corporation is imperfect in our country. Some company＇ s board of directors and board of supervisors are controlled by the major stockholders, and these major st~kholders play operator＇ s role in the company. That has led to a number of issues including lack of supervision of the operator and failure of the board of directors to protect the interests of shareholders and the company＇s assets. Therefore we introduce independent director system. This article elaborates on how to guarantee independent director＇ s validity through incentive mechanism. The article establishes gambling model to make a qualitative analysis of the efficiency of independent director system.