1. The Board of Management shall have at least three members, and not more than eleven (11) members, if the charter of the company does not stipulate otherwise. The members of the Board of Management must reside permanently in Vietnam as stipulated in the charter of the company. The term of the Board of Management shall be five (5) years.
2. The term of office of members of the Board of Management shall not exceed three years, and members of the Board of Management may be re-elected with an unlimited term. The Board of Management of a term which has recently expired shall continue to operate until a new Board of Management is elected and takes over the management work.
3. In a case where an additional member is appointed or a member is appointed to replace a member who was suspended or dismissed during a term of office, then the term of office of such new member shall be the residual period of the term of office of the Board of Management.
4. A member of the Board of Management need not necessarily also be a shareholder of the company.
Article 110 Standards and Conditions for Acting as a Member of the Board of Management
1. Members of the Board of Management must satisfy the following standards and conditions:
(a) Have full capacity for civil acts, and not belong to the category of persons prohibited from managing an enterprise pursuant to this Law;
(b) Being an individual shareholder who owns at least five per cent of the total number of ordinary shares or be another person with professional expertise and experience in business management or in the line of business which is the basic business of the company or satisfy other standards and conditions as stipulated in the charter of the company.
2. In the case of a subsidiary company which is a company in which the State owns a total number of shares worth more than fifty (50) per cent of the charter capital, a member of the Board of Management may not be a person related to a person managing or a person with the authority to appoint managers of the parent company.