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Q&A Regarding New Company Law of 2024 (22)

Answer
Q:
Can a joint stock limited company have no supervisors?
A:
A joint stock limited company may establish an audit committee composed of directors on the board of directors to exercise the functions and powers of the board of supervisors prescribed by the Company Law in accordance with the provisions of the articles of association and there is no board of supervisors or supervisors.

Q:
Who are the members included of the audit committee of a joint stock limited company?
A:
The audit committee shall have more than three members, and more than half of the members shall not hold any other position in the company other than as directors, and shall not have any relationship with the company that may affect their independent and objective judgment. Employees' representatives among the members of the board of directors of a company may become members of the audit committee.

Q:
What are the methods of discussion and voting procedures of the audit committee?
A:
A resolution made by the audit committee shall be adopted by more than half of its members. The voting on the resolutions of the audit committee shall be one person, one vote. Except as otherwise provided for in the Company Law, the procedure for conducting business and voting by the audit committee shall be prescribed by the articles of association.
Q:
Who presides over the board of directors of a joint stock limited company?
A:
The chairman shall convene and preside over the meetings of the board of directors and inspect the implementation of the resolutions of the board of directors. The vice chairman shall assist the chairman in his work. If the chairman is unable or fails to perform his duties, the vice Chairman shall perform his duties; If the vice chairman is unable to perform his duties or fails to perform his duties, a director shall be jointly nominated by more than half of the directors to perform his duties.

Q:
How often is the shareholders' meeting of a joint stock limited company held?
A: The board of directors shall hold meetings at least twice a year, and notice of each meeting shall be given to all directors and supervisors ten days in advance.
Shareholders representing more than one-tenth of the voting rights, the members more than one-third of the directors the board of supervisors may propose convening an interim board meeting. The chairman shall convene and preside over the meeting of the board of directors within 10 days after receiving the proposal.

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