The board of directors of the company is the decision-making body of the company, and the board of directors is responsible to shareholders (shareholders' meeting). The obligations of the board of directors mainly include: making and keeping the minutes of board meetings, compiling the articles of association and various account books, reporting the capital gains and losses to the shareholders' meeting in time, and applying for bankruptcy to the relevant authorities when the company is insolvent. After the establishment of the joint-stock company, the board of directors came into being as a stable institution. Members of the board of directors can be appointed and removed at any time according to the articles of association, but the board itself cannot be revoked or suspended. The board of directors is the most important decision-making and management body of the company. Under the leadership of the board of directors, the affairs and business of the company are carried out by the chairman, managing director and vice-chairman elected by the board of directors.
The board of directors shall be responsible to the shareholders' meeting and exercise the following 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 plan and final accounts plan;
5. Formulate the company's profit distribution plan and loss compensation plan;
6. To formulate plans for the company to increase or decrease its registered capital and issue corporate bonds;
7. To formulate plans for the company's merger, division, dissolution or change of corporate form;
8. Decide on the establishment of the company's internal management organization;
9. To decide on the appointment or dismissal of the company manager and their remuneration, and to decide on the appointment or dismissal of the company's deputy manager and financial officer and their remuneration according to the nomination of the manager;
10, formulate the basic management system of the company;
1 1. Other functions and powers stipulated in the Articles of Association.
Legal basis:
Company Law of the People's Republic of China
Article 44 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 board members.
There are employees' representatives of the company; 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 has directors.
There is a director and possibly a vice-chairman. The method for the formation of the chairman and vice chairman shall be stipulated in the articles of association.