A joint stock limited company shall have a board of supervisors with no less than three members. The board of supervisors shall include an appropriate proportion of shareholders' representatives and employees' representatives, of which the proportion of employees' representatives shall not be less than one third, and the specific proportion shall be stipulated in the articles of association. The employee representatives in the board of supervisors are elected by the employees of the company through employee congresses, employee congresses or other forms of democratic elections.
The board of supervisors shall have a chairman and may have a vice-chairman. The chairman and vice-chairman of the board of supervisors shall be elected by more than half of all supervisors. The chairman of the board of supervisors shall convene and preside over the meeting of the board of supervisors; If the chairman of the board of supervisors is unable to perform his duties or fails to perform his duties, the vice chairman of the board of supervisors shall convene and preside over the meeting of the board of supervisors; If the vice chairman of the board of supervisors is unable to perform his duties or fails to perform his duties, more than half of the supervisors shall jointly nominate a supervisor to convene and preside over the meeting of the board of supervisors.
legal ground
Company Law of the People's Republic of China
Article 119 The Board of Supervisors shall meet at least once every six months. The supervisor may propose to convene an interim meeting of the board of supervisors.
The discussion methods and voting procedures of the board of supervisors shall be stipulated in the company's articles of association unless otherwise stipulated in this Law.
The resolution of the board of supervisors shall be adopted by more than half of the supervisors.
The board of supervisors shall make minutes of the decisions on the matters discussed, and the supervisors present at the meeting shall sign the minutes. Article 124 Where a director of a listed company has an associated relationship with the enterprise involved in the resolution of the board of directors, he shall not exercise the right to vote on the resolution, nor shall he exercise the right to vote on behalf of other directors. The board meeting can only be held when more than half of the unrelated directors are present, and the resolutions made at the board meeting must be passed by more than half of the unrelated directors. If there are less than three unrelated directors present at the board of directors, they shall be submitted to the shareholders' meeting of the listed company for deliberation. Article 139 Registered shares shall be transferred by endorsement or by other means prescribed by laws and administrative regulations. After the transfer, the company shall record the name and domicile of the transferee in the register of shareholders.
Changes in the register of shareholders as mentioned in the preceding paragraph shall not be registered within 20 days before the convening of the shareholders' general meeting or five days before the benchmark date for the company to decide on dividend distribution. However, if there are other provisions in the law on the registration of changes in the register of shareholders of listed companies, those provisions shall prevail.