Director or general director of the company
Director or general director of the company
1. The Board of Management shall appoint one of its members or employ another person as the director or general director. Where the charter of the company does not provide that the chairman of the Board of Management is the legal representative, the director or general director shall be the legal representative of the company.
2. The director or general director shall manage the day-to-day operation of the company; shall be supervised by the Board of Management and shall be responsible to the Board of Management and before the law for the exercise of his or her delegated powers and the performance of his or her delegated duties.
The term of the director or general director shall not exceed (5) years; with unlimited number of re-appointment.
Criteria and conditions for director or general director shall follow provisions stipulated in article 57 of this Law.
The director or general director shall not be director or general director of other enterprises at the same time.
3. The director or general director shall have the following powers and duties:
(a) To make decisions on all issues relating to the day-to-day operation of the company without the resolution of the Board of Management;
(b) To organize the implementation of resolutions of the Board of Management;
(c) To organize the implementation of business plans and investment plans of the company;
(d) To make recommendations with respect to the organizational structure and internal management rules of the company;
(dd) To appoint, remove and dismiss management personnel in the company, except for those under the scope of authority of the Board of Management;
(e) To make decisions on salary and allowances (if any) for employees of the company, including managers who may be appointed by the director or general director;
(g) To recruit employees;
(h) To make recommendations on methods of paying dividend and of dealing with loss in operating;
(i) Other powers and duties in accordance with provisions of the law, the charter of the company and the resolutions of the Board of Management.
© Phillips Fox Translation 67
4. The director or general director shall manage the day-to-day business operation of the company in accordance with provisions of the law, the charter of the company, employment contracts signed with the company and the resolution of the Board of Management. Where the management is inconsistent with this provision and causing damages to the company, the director or general director shall be responsible before the law and shall indemnify the company for the damages.
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Daiviet Law Firm
Daiviet Notary Office
No. 335 Kim Ma Street - Ba Dinh District - Hanoi- Vietnam
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