Roles and Responsibilities of the China Legal Representative
- Author Nicholas Hughes
- Published November 26, 2011
- Word count 479
Every business established in China, whether domestic or foreign, is required to have a legal representative. He/she is the main principal of the company and is the employee with the legal power to represent – and enter into binding obligations on behalf of – the company in accordance with the law or articles of association of the company. Essentially, the legal representative is someone who is appointed to act on the company’s behalf and Article 38 of the General Principles of Civil Law of the People’s Republic of China defines the role as the "responsible person who performs the duties and powers on behalf of a legal person in accordance with the law or the constituent documents of the legal person."
However, foreign investors often have only a limited understanding of the legal representative’s role and are startled when they learn of their power and how difficult it is to replace an un-cooperative one. Legal representatives possess broad powers and potentially unlimited liability. When concluding a contract a legal representative’s acts are binding on the company even if he/she is acting beyond their authorized scope. Failure to properly understand the powers and responsibilities of a legal representative can therefore lead to a situation where foreign investors are held to ransom. In appointing a legal representative, it is vital to bear in mind that the legal representative will essentially have the full keys to the company, cash, and capital.
The supervisor
Amendments to the PRC Company Law require a new company established on or after January 1, 2006 to appoint a supervisor, or board of supervisors depending on the size of the company, whose role is to monitor the activities of the legal representative. Shareholders and employee representatives of a company can act as supervisors. However, members of the company’s board of directors or senior management may not simultaneously serve as supervisors. If a company has a board of supervisors, it must have a proportion of employee representatives which accounts for at least one-third of supervisory membership. The supervisor, like the company’s directors, is not required to reside in or visit China.
The main role of the supervisor is to safeguard and supervise the operation of a company and exercise supervision over the work of directors and senior management. The Company Law gives supervisors an array of powers, such as inspecting the company’s finances, supervising the company directors and senior managers, recommending dismissal of directors or senior managers who violate laws or damage the company’s interests, proposing shareholder meetings, and any other powers specified in the company’s articles of association.
The role of supervisor is very relevant to the potential liabilities of the legal representative as they are permitted to supervise and constrain the legal representative in order to reduce the potential risks of a rogue legal representative acting on behalf of the company.
You can read the rest of this article about China business by Nicholas Hughes, at China-Briefing.com.
The site is contributed to by the FDI China experts, Dezan Shira & Associates.ccounting-tax-reporting.html">tax in China
Article source: https://articlebiz.comRate article
Article comments
There are no posted comments.
Related articles
- The Data-Driven Dinner: How Hospitality Uses Analytics To Know You Better
- “Blood, Power, and Legacy: The Godfather Trilogy’s Triumphs and Tragedies.”
- The Healing Flame: Why Ginger Deserves Its Place Beside Turmeric.
- Visionaries Beyond Tomorrow: The Five Directors Who Reimagined Sci-Fi Cinema.
- The Timeless Power of Turmeric: Nature’s Golden Secret to Vitality
- New Port Richey Fl: Navy Vet found dead in Walk in Freezer.
- Golden Roots: How Turmeric Became the World’s Most Powerful Natural Healer.
- “Greta Gerwig and the Rise of Women Behind the Camera in Hollywood.”
- “The Crown of Cinema: From Citizen Kane to The Godfather.”
- The Miracle of Mother’s Milk: Unveiling the Lifelong Benefits of Breastfeeding.
- The Evolution of James Bond: Six Decades of Cinema’s Most Enduring Spy.
- Pumpkin Spice, But Make It Office-Friendly: A Beginner’s Halloween Makeup You Can Wear to Work
- The Man Behind the Cape: The Life and Tragic Fall of George Reeves.
- Is Learning to Drive in an Automatic Car Easier? — Expert Answers from Autogear Driving School Glasgow
- Nature’s First Superfood: Why Breast Milk Is the Ultimate Nourishment for Your Baby.
- Decorating the Humble Ranch House This Holiday Season with Vintage Carved Wood Furniture
- Personalized Carved Wood Doors: Your Gateway to Resort-Style Living at Home
- Cozy Neutrals and Natural Textures: Creating Your Deep, Lived-In Sanctuary
- Home for the Holidays: Creating Wholesome Spaces with Vintage Furniture and Antique Carved Doors
- Beyond the Buzzword: Understanding the Difference Between Ketosis and the Ketogenic Diet.
- The 24-290 mm Paradox: Why a 12× Zoom from 2001 Still Outresolves Today’s 8K Sensors
- The Power of Ketosis: Unlocking Your Body’s Hidden Energy Source.
- Navy Veteran With Dementia Found Dead in Assisted Living Freezer!
- Fueling the Future: Why Ketosis Is the Key to Lasting Energy and Metabolic Health.
- The Genetic Stew
- Common challenges in IT modernization
- Naka Solutions Reviews: Innovation, Quality Service, and Trader Trust
- The Style Upgrade: Why Coretec Floors Outshine Traditional Vinyl
- Ketosis Unlocked: The Science Behind Your Body’s Natural Fat-Burning State.
- Luxury Morocco Shore Excursions: Discover Authentic Beauty in Comfort and Style