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中文 (中国)What is the maximum number of members of a state-owned enterprise’s council is legal content that readers often need to check carefully before implementing it in practice. This article has been systematized by ANT Legal in an easy-to-understand way, helping individuals and businesses understand the main issues, common risks and appropriate solutions.
How many people are on the Board of members of a state-owned enterprise?
The maximum number of members of the Board of Members of a state-owned enterprise is prescribed in Article 91 of the 2020 Enterprise Law as follows:
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Membership Council
1. The Board of members, on behalf of the company, exercises the rights and obligations of the company in accordance with the provisions of this Law and other relevant laws.
2. The Board of members includes the Chairman and other members, numbering no more than 07 people. Members of the Board of members are appointed, dismissed, dismissed, rewarded and disciplined by the owner’s representative agency.
3. The term of office of the Chairman and other members of the Board of Members shall not exceed 05 years. Members of the Board of members may be reappointed. An individual may be appointed as a member of the Board of Members for no more than 02 terms at a company, unless he has worked for more than 15 years continuously at that company before being appointed for the first time.
According to the above regulations, the Board of members of a state-owned enterprise has a maximum of 07 people including the Chairman and other members.
The term of office of the Chairman and other members of the Board of Members shall not exceed 05 years. Members of the Board of members may be reappointed.
Does the Board of members of a state-owned enterprise have the right to organize internal audit activities?
The rights and obligations of the Board of members of a state-owned enterprise are stipulated in Clause 2, Article 92 of the Law on Enterprises 2020 as follows:
Rights and obligations of the Board of Members of the State-owned enterprise member
1. The Board of Members, on behalf of the company, exercises the rights and obligations of owners, shareholders, and members towards the company in which the company owns or owns shares and capital contributions.
2. The Board of members has the following rights and obligations:
a) Decide on contents as prescribed in the Law on Management and Use of State Capital Invested in Production and Business at Enterprises;
b) Decide on the establishment, reorganization and dissolution of branches, representative offices and dependent accounting units;
c) Decide on the company’s annual production and business plans, market development, marketing and technology policies;
d) Organize internal audit activities and decide to establish the company’s internal audit unit;
d) Other rights and obligations according to the provisions of the company charter, this Law and other relevant laws.
Accordingly, the Board of members of a state-owned enterprise has the rights and obligations specified in Clause 2, Article 92 above.
The Board of Members has the right to organize internal audit activities and decide to establish the company’s internal audit unit.
Who is the Chairman of the Board of Members of a state-owned enterprise appointed by?
The person with the right to appoint the Chairman of the Board of Members of a state-owned enterprise is specified in Article 95 of the 2020 Enterprise Law as follows:
Chairman of the Board of Members
1. The Chairman of the Board of Members is appointed by the owner’s representative agency according to the provisions of law. The Chairman of the Board of Members cannot concurrently be the Director or General Director of other companies and enterprises.
2. The Chairman of the Board of Members has the following rights and obligations:
a) Develop quarterly and annual operating plans of the Board of Members;
b) Prepare the agenda, content, and documents of the Board of Members meeting or collect opinions from the Board of Members members;
c) Convene, preside and chair a meeting of the Board of Members or organize the collection of opinions from members of the Board of Members;
d) Organize the implementation of decisions of the owner’s representative agency and resolutions of the Board of members;
d) Organize supervision, directly monitor and evaluate the results of implementing strategic goals, the company’s performance results, and the management and administration results of the company’s Director or General Director;
e) Organize the announcement and publicization of information about the company according to the provisions of law; Responsible for the completeness, timeliness, accuracy, honesty and systematicity of published information.
3. In addition to the cases specified in Article 94 of this Law, the Chairman of the Board of Members may be dismissed or dismissed if he fails to exercise the rights and obligations specified in Clause 2 of this Article.
Thus, the Chairman of the Board of Members of a state-owned enterprise is appointed by the owner’s representative agency according to the provisions of law.
Note: The Chairman of the Board of Members cannot concurrently be the Director or General Director of other companies and enterprises.
Note on Applying Current Legal Regulations
This article belongs to the Business & M&A group and is presented for reference purposes, helping readers understand the legal issue at an overview level before preparing a dossier or carrying out a transaction.
Legal regulations may vary depending on the timing, locality, type of dossier and specific circumstances. If you need to determine the exact legal basis applicable to your case, you should contact ANT Legal’s lawyers at 0966.475.966 for review and advice before proceeding.
Common Legal Risks to Note
- Applying legal instruments that have been amended, supplemented or replaced.
- Preparing an incomplete set of documents, materials or necessary evidence.
- Misunderstanding the conditions, procedure, timeline or competent authority.
- Signing, submitting a dossier or carrying out a transaction before fully assessing legal risks.
How Can ANT Legal Support You?
ANT Legal can review the specific circumstances, examine the dossier, identify the applicable legal basis, advise on an appropriate handling plan and represent clients in working with individuals, organizations or competent authorities where necessary.
For prompt advice, you may contact a lawyer at 0966.475.966.
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Practical points to review
For the topic “How many people are on the Board of members of a state-owned enterprise? Does the Board have the right to organize internal audit activities?”, readers should compare the legal rule with the actual documents, parties involved, timeline and evidence before choosing a course of action.
- Identify the legal relationship, signing authority and documents creating rights or obligations.
- Check deadlines, notices, payment records, approvals and evidence that may affect the legal position.
- Assess whether negotiation, document correction, complaint, arbitration, court proceedings or another route is suitable.
Documents to prepare
- Contracts, annexes, decisions, notices, emails, messages, payment records and handover/acceptance minutes where relevant.
- Enterprise, asset, license or identity documents connected to the matter.
- A short timeline of key events and the outcome expected from the review.
When to seek legal advice
If the matter has high value, strict deadlines, multiple parties, unclear evidence or potential dispute risk, consider discussing the file with ANT Legal before signing, responding or filing a claim.
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