Article 49 of the Company Law adds an umbrella clause after listing the statutory powers, that is, "other powers stipulated in the articles of association", which stipulates the powers of the shareholders' meeting and the board of directors, among which other powers coexist with the listed statutory powers. The provisions of the Company Law on the functions and powers of the general manager are listed in another paragraph, "If there are other provisions on the functions and powers of the general manager in the articles of association, those provisions shall prevail", which means that the functions and powers of the general manager stipulated in the articles of association can negate those stipulated in the Company Law. This difference can only be noticed in practice.
Legal basis:
Company Law of the People's Republic of China
Article 13 The legal representative of a company shall be the chairman, executive director or manager in accordance with the articles of association, and shall be registered according to law. Where the legal representative of the company changes, it shall go through the registration of change.
Article 50 A limited liability company with a small number of shareholders or a small scale may have an executive director instead of a board of directors. The executive director may concurrently serve as the company manager. The functions and powers of the executive director shall be stipulated in the articles of association.