According to WFOE classification, characteristics, and policies in China, let’s take a look at the WFOE structure.
The shareholder council of a limited liability company consists of all shareholders. It’s the most powerful part of the WFOE structure. The shareholder council has a lot of powers. So, so the company should select the personnel carefully.
Next, Let figure them all one by one.
Generally, the chairman convenes and presides over the meeting.
When the chairman cannot perform his duties or does not perform his duties, the vice-chairman presides over.
On the other hand, when the vice-chairman cannot perform his duties or does not perform his duties, more than half of the directors recommend a director to preside.
And for companies without a board of directors, convene and preside over the shareholders’ meeting by the executive director.
Board of Directors
About the board of directors, it has three to thirteen people.
And Board members may include company employee representatives.
By the way, the employees of the company elect representatives through democratic elections.
The director has a chairman, and WFOE can appointment a vice-chairman.
Additionally, elect the chairman and vice chairman according to the company’s regulations.
As to the term of appointment, the company’s regulations decide how long the chairman serves. And the period shall not exceed three years.
When the term of directors expires, the board of directors shall vote a new one. It is one person and one vote for re-election.
In the following situations, the original director shall still perform the duties of a director according to the relevant laws, administrative regulations and the company’s regulations.
- the term of the appointment expired, but the company doesn’t re-elect a new director.
- The resignation of directors during their term of office resulted in
- Thequantity of the director board below the quorum, because of the resignation of directors.
- Before the new director takes office
The original director shall still perform the duties of the director, according to the provisions of laws, administrative regulations and the company’s regulations.
The board decided to hire or fire managers.
And the manager is responsible to the board of directors, and exercises the following items:
- Operate and manage the company’s productions.
- Organize and implement board resolutions.
- Organize and implement the company’s annual operations and investments.
- Responsible for the company’s internal management plan;
- Formulate the company’s basic management system.
- Manage and formulate specific company regulations.
- In addition to the management personnel whomthe board of directors should hire or fire, they have the right to fire
- Other rights granted by the board of directors.
- Execute other items according to the company’s regulations.
- Attend board meetings.
A company with a small number of shareholders or a small scale may have an executive director without a board of directors.
Executive directors can also be company managers.
Has other rights according to the company’s regulations.
One-person limited liability company
Another WFOE structure is a one-person limited liability company.
- It is a limited liability company with only one natural person shareholder or one legal person shareholder.
- The shareholders formulate the company’s regulations, and there is no shareholder
- If shareholders cannot prove that their property does not belong to company property, they shall be liable for company debt.
- Furthermore, one-person limited liability company may have manager And the board decides to hire or firethem.
- Of course, board members and colleagues can also be managers.