Table of ContentsThe Rights of DirectorsThe Rights of Independent DirectorsRights of ShareholdersAccording to corporate law in China, directors are elected by the shareholders' meeting. Furthermore, in listed companies, independent directors are allowed to exist. Independent directors must be independent of the listed company that employs them and of the company's main shareholders. An independent director cannot exercise any other function in the listed company. But in non-public companies, independent directors are banned in China. Firstly, we talk about the responsibilities and rights of normal directors in Chinese companies.1) The responsibilities and duties of directors. In the “Corporate Governance Code for Listed Companies in China”, the responsibilities and duties of directors are set out as follows: Say no to plagiarism. Get a tailor-made essay on “Why Violent Video Games Should Not Be Banned”? Get an original essay Directors must do their best to fulfill their duties in the overall company and in the interests of shareholders. Therefore, they must also ensure sufficient time and energy for their duties. Directors must attend board meetings and express their opinions responsibly and diligently. And when they cannot attend the meeting, the director can give authorization to another director to vote, but the director giving the authorization must be responsible for the vote. Directors must strictly comply with the laws, regulations, articles and rules in force. should improve their skills and familiarize themselves with relevant laws, regulations, articles and rules by participating in relevant trainings. If the resolutions of the board of directors violate applicable laws, regulations, articles and rules and cause heavy losses to the company, the directors responsible for making such resolutions should be liable for compensation, except those whose objectivity is proven.The rights of directorsAccording to company law, certain articles illustrate the rights of directors as follows:The right to attend meetings of the board of directors directors have the right to attend meetings of the board of directors board of directors to discuss solutions to certain management problems of the company. The right to vote at board meetings When directors discuss certain issues at board of directors meetings, each director may have one vote. The right to convene and chair an interim meeting of the board of directors According to company law, in article 110 “Shareholders representing more than one tenth of the voting rights, plus more than one third of all directors , or the supervisory board may propose to convene an interim meeting of the board of directors. The chairman of the board of directors has the right to convene and chair an interim meeting of the board of directors within ten days of receipt of the proposal. "The right to benefit from civil liability insurance After approval by the general meeting, a listed company may take out civil liability insurance for directors. But such insurance does not cover liabilities due to directors' violation of laws , regulations or statutes of the company The right to manage and to be informed Directors have the right.to manage the company and must be informed of the situation of the company. the operation of the company and obtain the necessary documents before the meeting they must attend. Responsibilities and Duties of Independent Directors As stated in the "Corporate Governance Code for China Listed Companies", independent directors should not only be responsible to the company and shareholders, but also should perform their duties in accordance with the laws, regulations and company statutes in force. In addition, they must also protect the interests of the company and shareholders, especially minority shareholders. Additionally, independent directors must not “submit to the influence of the company's major shareholders, effective controllers or other entities or persons who are interested parties of the listed company.” The rights of independent directors Except for the management of companies, independent directors have almost the same rights with other directors. But they have another special right, namely to hire external auditing and consulting institutions independently. Keep in mind: this is just a sample. Get a personalized document from our expert writers now. Get a Custom EssayShareholder RightsAccording to the “Corporate Governance Code for China Listed Companies” and the “Company Law of the People's Republic of China (2014)”, as the owner of a company, shareholders “ may enjoy the legal rights stipulated by laws, administrative regulations and articles of association of the company. And the listed company should establish sufficient corporate governance structure to ensure the full exercise of shareholders’ rights.” And the rights can be divided into personal benefit rights and co-benefit rights as follows: The right to formulate the company's statutes - Co-benefit rights When the shareholders or the effective controller establish a limited liability company, the Shareholders have the right to jointly draw up the company's statutes.Right to participate in important matters and to be informed--Co-benefit rights Shareholders have the right to participate in important meetings, such as the general meeting, and also have the right to be informed about important things of companies. Voting rights - Co-benefit rights At the shareholders' meeting, shareholders can exercise their voting rights to make decisions on certain important things according to of their actions in perspective.The right of inspection - Co-rights to benefits According to company law, article 33 provides: "The shareholders of a company have the right to consult and reproduce the statutes of the company, the minutes of shareholder meetings, resolutions of the board of directors, resolutions of the supervisory board, as well as the financial and accounting reports of the company. Shareholders may request access to the company's accounting records. right under the same conditions. When several shareholders claim to exercise their preferential subscription rights, they will determine by consultation the proportionality of purchase. In the event of failure of the consultation, the preferential subscription right will be exercised in proportion to their respective capital contribution at the time of the contribution. “(Article 71 of the Company Law) The right to be treated equally - Self-benefit rights As the Corporate Governance Code for China Listed Companies says, the company must treat all shareholders on an equal footing, particularly minority shareholders. The right to protect their legal interests--Personal rights.”