Limited company holds shareholders' meeting. Can the directors attend?

The shareholders' meeting of a limited liability company shall be convened by the board of directors, and all shareholders shall have the right to attend the meeting and vote on the proposal. If the director is also a shareholder, of course, he has the right to attend. If a director is not a shareholder, he has no right to attend the shareholders' meeting and exercise the right to vote. He can only attend the shareholders' meeting as a non-voting delegate.

According to the Company Law of People's Republic of China (PRC)

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.

If there are no special provisions in the articles of association, shareholders shall exercise their voting rights at the shareholders' meeting according to law. The shareholders' meeting shall make resolutions on amending the Articles of Association, increasing or decreasing the registered capital, and on the merger, division, dissolution or change of corporate form of the company, which must be approved by shareholders representing more than two thirds of the voting rights.

Generally speaking, changing the business scope and name involves amending the articles of association, and changing the legal representative depends on the specific provisions of the articles of association. Unless otherwise stipulated in the articles of association, it may be adopted by shareholders representing more than half of the voting rights.

According to Article 37 of the Company Law of People's Republic of China (PRC), the shareholders' meeting shall exercise the following powers:

(7) To make resolutions on the increase or decrease of the registered capital of the company;

(8) To make resolutions on the issuance of corporate bonds.

(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;

(10) Amending the Articles of Association.

(eleven) other functions and powers stipulated in the articles of association.

Where the shareholders unanimously agree to the matters listed in the preceding paragraph in writing, they may make a decision directly without convening a general meeting of shareholders, and all shareholders shall sign and seal the decision document.

Article 42 At the shareholders' meeting, shareholders shall exercise their voting rights in proportion to their capital contribution; However, unless otherwise stipulated in the articles of association.

Article 43 The discussion methods and voting procedures of the shareholders' meeting shall be stipulated in the articles of association of the company, unless otherwise stipulated in this Law.

The shareholders' meeting shall make resolutions on amending the Articles of Association, increasing or decreasing the registered capital, and on the merger, division, dissolution or change of corporate form of the company, which must be approved by shareholders representing more than two thirds of the voting rights.

Extended data:

According to the Company Law of People's Republic of China (PRC)

Article 39 Shareholders' meetings are divided into regular meetings and temporary meetings.

Regular meetings shall be held on time in accordance with the provisions of the articles of association. If shareholders representing more than one-tenth of the voting rights, more than one-third of the directors, the board of supervisors or the supervisors of a company without a board of supervisors propose to convene an interim meeting, an interim meeting shall be convened.

Article 40 Where a limited liability company establishes a board of directors, the shareholders' meeting shall be convened by the board of directors and presided over by the chairman. When the chairman is unable to perform his duties or fails to perform his duties, he shall be presided over by the vice chairman; If the vice chairman is unable to perform his duties or fails to perform his duties, more than half of the directors shall elect a director to preside over the meeting.

Where a limited liability company does not have a board of directors, the shareholders' meeting shall be convened and presided over by the executive director.

If the board of directors or the executive director is unable to perform or fails to perform the duties of convening the shareholders' meeting, it shall be convened and presided over by the board of supervisors or the supervisors of the company without the board of supervisors; If the Board of Supervisors or supervisors do not convene and preside over the meeting, shareholders representing more than one tenth of the voting rights may convene and preside over the meeting by themselves.

Baidu Encyclopedia-China People and China Company Law