Vietnam: Being the Chairman of the Members' Council when beyond retirement age? Can the Chairman of the Members' Council Director or General Director of the company?
- Can I be the Chairman of the Members' Council beyond retirement age in Vietnam?
- Can the Chairman be the Members' Council Director or General Director of the company in Vietnam?
- The term of office of the Chairman of the Members' Council shall be prescribed by the company's charter but not exceeding how many years in Vietnam?
Can I be the Chairman of the Members' Council beyond retirement age in Vietnam?
According to Clause 1 and Point dd, Clause 2, Article 55 of the Law on Enterprises 2020 of Vietnam stipulates as follows:
Article 55. The Board of Members
1. The Board of Members is the supreme governing body of the company, consists of all members that are individuals and authorized representatives of members that are organizations. The company's charter shall specify the frequency of meetings of the Board of Members but at least one meeting shall be held per year.
2. The Board of Members has the following rights and obligations:
a) Decide the company’s annual business plan and development strategy;
b) Decide increase or decrease in charter capital, time and method for raising more capital; issuance of bonds;
c) Decide investments in the company’s development projects; solutions for market development, marketing and technology transfer;
d) Approve contracts for borrowing, lending, sale of assets and other contracts prescribed by the company's charter whose value are at least 50% of the total assets written in the latest financial statement (or a smaller ratio or value specified in the company's charter);
dd) Elect, dismiss the President of the Board of Members; designate, dismiss, sign and terminate contracts with the Director/General Director, chief accountant, controllers and other executives specified in the company's charter;
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Comparing the above provisions, the Chairman of the Members' Council is elected from the Members' Council including all individual company members and authorized representatives of company members being organizations.
Therefore, the Chairman of the Members' Council takes a leave of retirement, after leaving they can continue to run the company, your business must proceed to elect the Chairman of the Members' Council as prescribed.
Vietnam: Being the Chairman of the Members' Council when beyond retirement age? Can the Chairman of the Members' Council Director or General Director of the company?
Can the Chairman be the Members' Council Director or General Director of the company in Vietnam?
Pursuant to Clause 1, Article 56 of the Law on Enterprises 2020 of Vietnam stipulates as follows:
Article 56. President of the Board of Members
1. The Board of Members shall elect a member as the President, who may concurrently hold the position of Director/General Director of the company.
2. The President of the Board of Members has the following rights and obligations:
a) Plan the activities of the Board of Members;
b) Draw up agenda and prepare documents for meetings or surveys of the Board of Members;
c) Convene and chair meetings of the Board of Members or organize surveys of the Board of Members;
d) Supervise or organize supervision of the implementation of resolutions and decisions of the Board of Members;
dd) Sign resolutions and decisions of the Board of Members on its behalf;
e) Other rights and obligations prescribed by Law and the company's charter.
…
Accordingly, the chairman of the Members' Council may concurrently be the Director or General Director of the company.
The term of office of the Chairman of the Members' Council shall be prescribed by the company's charter but not exceeding how many years in Vietnam?
According to Clause 3, Article 56 of the Law on Enterprises 2020 of Vietnam stipulates as follows:
Article 56. President of the Board of Members
1. The Board of Members shall elect a member as the President, who may concurrently hold the position of Director/General Director of the company.
…
3. The term of office of the President of the Board of Members shall be specified in the company's charter bust must not exceed 05 years and has no term limit.
Thus, the term of office of the Chairman of the Members' Council shall be prescribed by the company's charter but must not exceed 05 years and may be re-elected for an unlimited number of terms.
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