What are the 15 duties and powers of the Board of Directors of a college in Vietnam?

What are the 15 duties and powers of a college Board of Directors?

Based on Clause 2, Article 14 of Circular 15/2021/TT-BLDTBXH, the 9 duties and powers of a college Board of Directors include:

[1] Propose programs, prepare materials for shareholders' meetings; convene regular or extraordinary shareholders' meetings as per the regulations of the institution's organization and activities;

[2] Approve regulations on the number, structure of personnel, job positions; recruit, manage, utilize and develop the faculty, management staff, and employees of the institution;

[3] Develop and submit to the shareholders' meeting the investment strategy, facilities development plan, and the institution's internal financial regulations;

[4] Approve the strategies and development plans for training, scientific research, and international cooperation proposed by the principal;

[5] Resolve on the establishment, amendment, or supplementation of the institution's organizational and operational regulations; approve the organizational and operational regulations after the shareholders' meeting has approved financial-related regulations;

[6] Propose to the Minister of Labor, Invalids, and Social Affairs to recognize, or discontinue the recognition of the principal;

[7] Decide on the appointment and dismissal of vice principals;

[8] Develop annual activity reports and financial statements of the institution for submission to the shareholders' meeting for approval;

[9] Annually or unexpectedly report and explain about activities, implementation of commitments with state management agencies and relevant parties as required.

In addition, Clause 2, Article 12 of the 2014 Vocational Education Law grants the Board additional powers as follows:

[10] Organize the implementation of shareholders' meetings resolutions;

[11] Resolve the direction, objectives, strategies, planning, development plans, and operational regulations of the institution;

[12] Decide on the organizational structure of the institution; establishment, merger, division, separation, dissolution of organizational units; appointment, dismissal of the principal and propose to authorities for recognition or non-recognition of the principal;

[13] Resolve the direction of training and international cooperation activities;

[14] Resolve issues related to organization, personnel, finance, assets, and investment development directions of the institution;

[15] Supervise the implementation of resolutions of the board of directors and shareholders' meetings, implementation of democratic regulations in the institution's activities.

What are the 15 duties and powers of the Board of Directors of a college in Vietnam?​ (Image from Internet)

What type of member is the Chairman of the college Board of Directors in Vietnam?

Based on Clause 6, Article 14 of Circular 15/2021/TT-BLDTBXH:

Board of Directors

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6. The chairman of the board of directors is a contributing member, elected by the board among its members by majority, secret ballot, and must be approved by more than 50% of total board members. The chairman has the following duties and powers:

a) Acts as the account holder, responsible before the law for the overall financial and asset management of the institution. The chairman may authorize the institution's principal to represent the account holder, exercising the rights and obligations as the account holder within the authorized scope;

b) Develops the program, activity plan of the board of directors; prepares programs, content, documents for the board meetings; convenes and chairs board meetings; organizes approval and is primarily responsible for board resolutions; supervises the implementation of board resolutions; presides over the shareholders' meeting;

c) Directs the board of directors in performing duties and powers as stipulated in Clause 2 of this Article;

d) Submits to the Minister of Labor, Invalids, and Social Affairs for decisions on recognizing or discontinuing the recognition of the principal;

dd) Decides on the appointment and dismissal of vice principals;

e) Other duties and powers as stipulated in the institution's organizational and operational regulations.

Thus, in compliance with the regulations, the chairman of the college board of directors is a contributing member elected by the board among its members by majority, secret ballot, and must be approved by more than 50% of the total board members.

What are operating principles of the Board of Directors of a college in Vietnam?

Based on Clause 3, Article 14 of Circular 15/2021/TT-BLDTBXH, regulations on the operation of the board of directors are as follows:

- The board of directors meets quarterly. Extraordinary meetings are decided by the board chairman but must be agreed upon by at least 30% of total board members;

- The board of directors operates on the principle of collective decision-making by majority;

- A board meeting is valid when at least 70% of board members attend;

- Meeting invitations must include the agenda, content, and documents for the meeting and must be sent to board members by registered mail or express delivery, with the recipient's signature, at least 5 days before the meeting date;

- Board resolutions are approved by voting during the meeting, whereby each board member has one vote. A resolution is valid when more than 50% of total board members agree. In case of a tie, the final decision belongs to the chairman's side. Within 10 working days from the date the board resolution is approved, it must be sent to board members;

- Within 90 days from the date the board resolution is approved, contributing members and board members have the right to petition competent authorities to nullify the resolution in cases of:

The board meeting not being conducted in compliance with points a, b, c, d, and đ of this clause.

The resolution content violating the law or the institution's organizational and operational regulations.

- The term of the board of directors is implemented in accordance with Clause 5, Article 12 of the Vocational Education Law. The chairman has the right to utilize the institution's organizational apparatus and seal to function within the duties and powers of the board and to sign the board's documents, resolutions, and decisions;

- Authorization of board management

In the case of the chairman’s absence for a term prescribed in the institution’s organizational and operational regulations, the chairman must authorize one of the board members to assume the chairman’s responsibilities during the absence. The authorization must be in writing, notified to board members, publicly announced within the institution, and submitted to the General Department of Vocational Education for monitoring. The duration of authorization does not exceed 6 (six) months.

Thus, the board of directors operates based on the principle of collective decision-making by majority.