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建立独立董事制度是我国上市公司治理结构的一大制度创新,是实现公司治理科学化和规范化的保障。但独立董事在履职过程中会遇到各种风险,而独立董事的个人承受能力是有限的,如果没有风险转嫁机制来分散风险,其损失将是巨大的。阐述了我国独立董事会的法律责任,分析了独立董事在履行职责过程中面临的各种风险,论述了独立董事责任保险的运作机制。
The establishment of an independent director system is a major institutional innovation in the governance structure of listed companies in our country and is the guarantee for the realization of scientific and standardized corporate governance. However, independent directors encounter various risks in the performance of their duties. Independent directors have a limited personal capacity. If there is no risk-shifting mechanism to spread the risks, the losses will be enormous. It expounds the legal responsibility of the independent board of directors in our country, analyzes various risks faced by the independent directors in the performance of their duties, and discusses the operating mechanism of the independent directors’ liability insurance.