独立董事制度既是一种制度架构,同时也是一种监控理念。独立董事相对于内部董事的特殊功能在于专业建议、专业咨询、独立监督与评判以对负责具体经营活动的内部董事进行有效制衡。不过,现行独立董事制度安排所取得的治理效果,却没有人们预期的那么乐观,还存在很多问题,需要加以反思和完善,这样,公司治理才会取得好的功效。 Independent director system is not only an institutional framework, but also a monitoring concept. The special functions of independent directors relative to internal directors lie in professional advice, professional advice, and independent supervision and evaluation to effectively check and balance the internal directors responsible for specific business activities. However, the governance effect achieved by the current arrangement of independent directors has not been as optimistic as expected. There are still many problems that need to be reflected and perfected so that corporate governance can achieve good results.