Private Listed Company Operation And Supervision Mechanism Of The Independent Director System In China

"Gome" as a legendary in family-owned private enterprises in China, its developmenthas attracted many attentions of the society and public opinions. And the "control" dispute ofhuang Chen also push Gome to the public once again, and let people think about theseparation of ownership、 control problems, operation and supervision mechanism ofindependent directors in corporate governance. With the separation of ownership and controlconditions, keeping the separation of Modern Corporation management becomes the core,which can enhance the independence of the Management Board greatly. In China, most of thelisting Corporation is the original state-owned enterprises after the restructuring of the listingCorporation, highly concentrated ownership, controlling shareholders manipulate theshareholders and the board of directors of the phenomenon is very outstanding, the board ofdirectors has become a major shareholder agent. In addition, the board of directors appointedby large shareholders, shareholders elect Congress represents the interests of majorshareholders. In addition, the board of directors and managers a high degree of overlap, thelisting Corporation generally exists the problem of internal control in china. Judging from thepractice in recent years, the protection of shareholders especially minority shareholders, theindependent director of the original, controlling shareholders against the interests of smallshareholders the phenomenon become a general trend, the effectiveness and independence hasbeen questioned. Therefore, it is necessary to discuss the issue of independent directors,blurred in the theory and the practice understanding further clarification. In recent years, theimplementation of independent director system based on experience, through the study of thestatus quo, separation of ownership and control, put forward to perfect the independentdirector system policy suggestions.Introduced in the article the first part, the article topic, illustrates the research idea andthesis structure. The second part expounds the theory of the independent director system. Thethird part expounds the operation mechanism of the independent director system at home andabroad, through the comparative analysis of the independent director system, put forwardChina’s listed companies to introduce independent director system is undoubtedly strengthen the effective choice, and should notice, at the same time of internal balance, also have to clearunderstanding to the problems existing in the independent directors of listed companies in ourcountry, on the operation of the independent director system of Gome company, on the basisof mechanism analysis, in-depth to explore this part of content. The fourth part carries on theanalysis of Gome’s case, discussing their cash out of the operation of the independent directorsystem and supervision issues. The fifth part is based on the case of Gome, on theimprovement of the independent director system put forward appropriate policy. The sixthpart is the conclusion of this article.