英文摘要 |
When the corporate scandals, such as misstatement of financial statements, are revealed, media reports and research studies usually demand the government to enhance corporate governance. One way to strengthen corporate governance is to increase the percentage of independent directors on the board. Although whether independent directors can improve corporate governance is debatable, the government authority still amended the Securities and Exchange Act in 2006 to introduce independent directors and audit committee to Taiwan. Corporations are encouraged or mandated, depending on the market capitalization, to retain at least two seats of independent directors on the board. Recently, news reports in Taiwan reveal that independent directors quit their job because they worry about the potential liability of being independent directors. The media also reports that the numbers of independent directors resigning from their positions are increasing. Is it true or is it just a kind of exaggerated expression? In this article, we conduct an empirical study about the resigning rate of independent directors in the past ten years. The result is contrary to the media reports about the resigning rate of independent directors. Furthermore, this article evaluates the possible responsibility of independent directors and suggests that some amendments in Securities and Exchange Act can be made to lessen the responsibilities of independent directors. |