In order to strengthen their authority, some enterprises will grant them the title of executive director. If they are partners or shareholders themselves, the executive director is another important title for them. Although they must undertake daily official duties, their main function is to manage or implement the company's main policies.
Qualifications and obligations:
According to Chapter VI of the new Company Law
Article 146 A person shall not serve as a director, supervisor or senior manager of the company under any of the following circumstances:
(1) Having no or limited capacity for civil conduct
(2) Being sentenced to punishment for corruption, bribery, embezzlement of property, misappropriation of property or disrupting the order of the socialist market economy, and the execution period is less than five years, or being deprived of political rights for committing a crime, and the execution period is less than five years;
(3) If the directors, factory directors and managers of a bankrupt company or enterprise are personally responsible for the bankruptcy of the company or enterprise, it has not been more than three years since the date of completion of the bankruptcy liquidation of the company or enterprise;
(4) Being the legal representative of a company or enterprise whose business license has been revoked due to violation of law and ordered to close down, and having personal responsibility, it has not been more than three years since the date when the business license of the company or enterprise was revoked;
(five) a large amount of debt owed by an individual has not been paid off due.
If the company elects, appoints directors, supervisors or employs senior management personnel in violation of the provisions of the preceding paragraph, the election, appointment or appointment shall be invalid.
The company shall remove the directors, supervisors and senior managers from their posts under any of the circumstances listed in the first paragraph of this article during their term of office.
Article 147 Directors, supervisors and senior managers shall abide by laws, administrative regulations and the articles of association of the company, and have the obligation of loyalty and diligence to the company.
Directors, supervisors and senior management personnel shall not take advantage of their powers to accept bribes or other illegal income, and shall not encroach on the company's property.
Article 148 Directors and senior managers shall not commit any of the following acts:
(1) Misappropriation of company funds;
(2) Opening an account for the company's funds in its own name or in the name of other individuals.
(3) Lending the company's funds to others or providing guarantee for others with the company's property without the consent of the shareholders' meeting, the shareholders' general meeting or the board of directors, in violation of the provisions of the company's articles of association;
(four) in violation of the articles of association of the company or without the consent of the shareholders' meeting or the shareholders' meeting, enter into a contract or conduct a transaction with the company;
(5) Without the consent of the shareholders' meeting or shareholders' meeting, taking advantage of his position to seek business opportunities belonging to the company for himself or others, and running the same business as the company he works for;
(six) accept the entrustment of others and regard the transaction with the company as your own;
(seven) unauthorized disclosure of company secrets;
(8) Other acts that violate the obligation of loyalty to the company.
The income of directors and senior managers who violate the provisions of the preceding paragraph shall be owned by the company.
Article 149 Directors, supervisors and senior managers who violate laws, administrative regulations or the articles of association when performing their duties in the company and cause losses to the company shall be liable for compensation.
Article 150 Where the shareholders' general meeting or the shareholders' general meeting requires directors, supervisors and senior managers to attend the meeting as nonvoting delegates, the directors, supervisors and senior managers shall attend and accept the shareholders' questions.
Directors and senior managers shall truthfully provide relevant information and materials to the board of supervisors or supervisors of a limited liability company without a board of supervisors, and shall not hinder the board of supervisors or supervisors from exercising their functions and powers.
Article 151 Where a director or senior manager falls under the circumstances specified in Article 150 of this Law, a shareholder of a limited company who has held more than 1% of the shares of the company for more than 180 consecutive days may request in writing the board of supervisors or the supervisor of a limited liability company without a board of supervisors to bring a lawsuit to the people's court. Where the supervisor is under the circumstances specified in Article 150 of this Law, the above shareholders may request the board of directors or the executive director of a limited liability company without a board of directors in writing to bring a lawsuit to the people's court.
The board of supervisors, the supervisors, the board of directors and the executive director of a limited liability company without a board of supervisors refuse to bring a lawsuit after receiving the written request from the shareholders specified in the preceding paragraph, or fail to bring a lawsuit within 30 days from the date of receiving the request, or the interests of the company will be irretrievably damaged if the lawsuit is not brought immediately in case of emergency. Shareholders specified in the preceding paragraph have the right to bring a lawsuit directly to the people's court in their own name for the benefit of the company.
If others infringe upon the legitimate rights and interests of the company and cause losses to the company, the shareholders specified in the first paragraph of this article may bring a lawsuit to the people's court in accordance with the provisions of the preceding two paragraphs.
Article 152 Where a director or senior manager violates laws, administrative regulations or the Articles of Association and damages the interests of shareholders, the shareholders may bring a lawsuit to the people's court.