虽然建立独立董事制度已成了中国证监会的强制性要求，但各界对独立董事的作用仍然存疑。已被企业聘请为独立董事的经济学家张维迎比喻说，改善独立董事的作用如同在麻袋上绣花，不换麻袋就很难彻底解决问题。显然，目前上市公司股权结构的问题没解决，社会信誉及相关法规没有建立起来，如果把“宝”全压在独立董事身上，希望依靠独立董事彻底防范上市公司的内部人控制、保护中小股东利益，恐怕不太现实。 Although the establishment of an independent director system has become a mandatory requirement of the CSRC, the role of all parties in independent directors is still in doubt. Zhang Weiying, an economist hired by an enterprise as an independent director, said that improving the role of independent directors is like embroidering on sacks, making it hard to completely solve the problem without changing sacks. Obviously, the problem of ownership structure of listed companies has not been solved yet. Social reputation and related laws and regulations have not been established. If the “treasure” is completely suppressed by independent directors, it is hoped that independent directors can thoroughly guard against the insider control of listed companies and protect the interests of minority shareholders I am afraid not realistic.