Abstract:For some time, successive financial fraud and irregularities affiliated transactions phenomenon infringes on the interests of small shareholders, to some extent, triggered investors in the integrity of listed companies panic, and establish a sound system of independent directors to safeguard the legitimate rights and interests of investors is of great significance. But in our current system of independent directors of listed companies to the overall effect is not very satisfactory, there are still some deficiencies. Find targeted approach perfect system for the promotion of independent directors of listed companies governance norms, supervision of listed companies and major shareholders, and protect the legitimate rights and interests of medium and small shareholders, and to promote the orderly and healthy development of capital markets have practical significance.