I. The board of directors shall be responsible to the shareholders' (general) meeting and exercise its functions and powers.
1, responsible for convening the shareholders' (general) meeting; To implement the resolutions of the shareholders' meeting and report to the shareholders' meeting;
2. Implement the resolutions of the shareholders' meeting;
3. Decide on the company's production and operation plans and investment plans;
4. Formulate the company's annual financial budget and final accounts.
Two. The main duties of the secretary of the board of directors
1. Be responsible for the preparation and document keeping of the company's shareholders' meeting and board meeting, that is, prepare the shareholders' meeting and board meeting according to legal procedures, and prepare and submit relevant meeting documents and materials; Responsible for keeping the register of shareholders and directors of the company, the information of major shareholders, directors, supervisors and senior managers holding shares of the company, documents and minutes of shareholders' general meeting and board meeting, etc.
2. Be responsible for the management of the company's shareholder information, such as the register of shareholders and other information.
3. Responsible for information disclosure. For example, urge the company to formulate and implement the information disclosure management system and the internal reporting system of major information, urge the company and relevant parties to fulfill their information disclosure obligations according to law, and report to relevant institutions regularly and temporarily in accordance with relevant regulations; Be responsible for the confidentiality related to the company's information disclosure, formulate confidentiality measures, and urge directors, supervisors, senior management personnel and relevant insiders to keep secrets before information disclosure, and take remedial measures in time when inside information is leaked.
Three. You can guard against the professional risks of the secretary of the board of directors from the following aspects:
1, with professional knowledge and professional advice.
Only in this way can we effectively perform the duties of the secretary of the board of directors, provide comprehensive professional advice to the board of directors, ensure the standard operation of the company, and thus establish the position and role of the secretary of the board of directors in the company.
2. Abide by professional ethics and perform professional functions.
The secretary of the board of directors shall abide by the articles of association of the company, bear the relevant legal responsibilities of senior managers, have the obligation of honesty and diligence to the company, and shall not use his power to seek benefits for himself or others. As a professional, the secretary of the board of directors abides by professional ethics and maintains personal character and status, which is the first condition for performing professional functions.
Legal basis:
Company Law of the People's Republic of China
Article 44
Composition of the board of directors: a limited liability company has a board of directors with three to thirteen members; However, unless otherwise provided for in Article 50 of this Law.