Must a limited liability company set up a board of directors?

A limited liability company need not set up a board of directors. A limited liability company with fewer shareholders or a smaller scale may have an executive director instead of a board of directors.

Legal analysis

1. The board of directors of a limited liability company is the executive body of the company's shareholders' meeting and is responsible for the shareholders' meeting. The board of directors consists of 3 to 13 people. A limited liability company established by two or more state-owned enterprises or other two or more state-owned investors shall have staff representatives among its board members. The employee representatives in the board of directors are democratically elected by the employees of the company. 2. The term of office of directors shall be stipulated in the articles of association, but each term shall not exceed 3 years. Upon expiration of the term of office, directors may be re-elected. Before the expiration of a director's term of office, the shareholders' meeting shall not dismiss him without reason. 3. The method for selecting the chairman and vice chairman shall be stipulated in the articles of association. The chairman is the legal representative of the company. 4. In a joint stock limited company, the board of directors of the joint stock limited company is the executive body of the company's shareholders' meeting and is responsible for the company's shareholders' meeting. The board of directors consists of 5 to 19 people. The board of directors has 1 chairman and 1~2 vice-chairmen. 5. The term of office of directors of a joint stock limited company shall be stipulated in the articles of association, but each term shall not exceed 3 years. Upon expiration of the term of office, directors may be re-elected. Before the expiration of a director's term of office, the shareholders' meeting shall not dismiss him without reason. /6. The chairman of a joint stock limited company is elected by the board of directors with more than half of all directors, and the chairman is the legal representative of the company.

legal ground

Article 44 of People's Republic of China (PRC) Company Law A limited liability company shall have a board of directors with three to thirteen members. However, unless otherwise provided for in Article 50 of this Law. A limited liability company established by two or more state-owned enterprises or two or more other state-owned investors shall have staff representatives among its board members; Other members of the board of directors of a limited liability company may include representatives of employees of the company. The employee representatives in the board of directors are elected by the employees of the company through employee congresses, employee congresses or other forms of democratic elections. The board of directors shall have a chairman and may have a vice-chairman. The method for the formation of the chairman and vice chairman shall be stipulated in the articles of association.