Legal analysis: to change the resolution process of the board of directors depends on how this change is stipulated in the company's articles of association, and the change of board members should comply with the provisions of the company's articles of association. If there is no agreement, the shareholders' meeting will make a resolution, and then go through the change registration with the local industry and commerce according to the resolution. The change process of directors and shareholders is as follows: 1. Application for company change registration signed by the legal representative (received, official seal of the company); The second power of attorney for enterprise (company) to apply for registration (received, stamped with the official seal of the company), the third equity transfer agreement submitted by shareholders of a limited liability company to the original shareholders' meeting, and the fourth transfer agreement signed by both parties; Fifth, if the laws and administrative regulations stipulate that the change of shareholders or promoters of the company shall be submitted for examination and approval, the approval documents of the relevant departments shall be submitted; The original and photocopy of the company's business license. Note: A company established in accordance with the Regulations on the Administration of Company Registration applies for the change of shareholders, promoters or share transfer registration. Where the registered items and filing items of the company are changed due to the change of shareholders or promoters, the corresponding documents shall be submitted in accordance with the relevant provisions of the change registration.
Legal basis: Article 47 of the Company Law of People's Republic of China (PRC). The board of directors shall be responsible to the shareholders' meeting and exercise the following functions and powers:
(1) Convene the shareholders' meeting and report the work to the shareholders' meeting;
(2) Implementing the resolutions of the shareholders' meeting.
(3) To decide on the company's business plan and investment plan;
(4) To formulate the company's annual financial budget and final accounts;
(five) to 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;
(seven) to formulate plans for the merger, division, dissolution or change of corporate form of the company;
(VIII) Deciding 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;
(X) To formulate the basic management system of the company;
(eleven) other functions and powers stipulated in the articles of association.