| Internal oversight mechanism of listed companies of china, initially used the "dual system " mode, the board of supervisors system, that is parallel to the establishment of the supervisory board and board of directors to oversee company's financial position, supervising the management board of directors and managers of the business status of implementation. However, for the practice situation of the system, the supervisory board of listed companies did not play its proper oversight role, grammaticalization, sidelined, controlled by the supervisor, or even be called "deaf ears-display. " In order to meet the needs of Chinese companies listed overseas, but also to prevent a financial crisis from the corporate governance. in 2001, the CSRC issued the "the guidance of the independent directors in listed companies to establish system", mandatory for listed companies invaded the independent director system, As an internal oversight mechanism, and the new "Law" of the system confirmed.However, the transplantation of a new monitoring mechanism, it's not meaning solving the problem of effectiveness of the mechanism, Some scholars have also questioned the independent directors and corporate governance functions of the board of supervisors in the end overlap can easily lead to "free rider" mentality, buck-passing between the two bodies, buck, it may only reduce the number of monitoring performance zero.This article start with the comparison between the Chinese and foreign listed companies, described independent directors and the supervisory board co-existence of internal oversight mechanisms. As the product of the transition economies, both have the similar mission and responsibility to shoulder, their existence is reasonable. Through Game Theory and empirical analysis, although both in nature and there is a certain overlap of functions, but as long as the improvement of relevant systems, independent directors and the supervisory board can also have a good system together to improve the efficiency of internal oversight. |
