Enterprise Law 2020 was approved at the 9th session of the 17th National Assembly on June 6, 2020, officially taking effect from January 01, 01.
Regulations on the legal representative of an enterprise under the Enterprise Law 2020 provide for the number, role and responsibilities of the legal representative of an enterprise as follows:
1) The role of the legal representative of the business #
Legal representative of an enterprise is an individual representing an enterprise, exercising rights and obligations arising from transactions of an enterprise, representing the enterprise in the capacity of a petitioner for the resolution of a civil matter. plaintiffs, defendants, persons with related interests and obligations before arbitration, courts and other rights and obligations as prescribed by law.
2) Responsibilities of the legal representative of the enterprise #
The legal representative of an enterprise has the following responsibilities:
- Exercise the assigned rights and obligations in an honest, prudent and best manner to ensure the legitimate interests of the enterprise;
- Loyal to the interests of the business; not abuse position, position and use information, know-how, business opportunities, other assets of the enterprise for self-interest or for the benefit of other organizations or individuals;
- To promptly, fully and accurately notify enterprises of the enterprises they or their related persons own or have shares or capital contributions in according to the provisions of this Law.
- The legal representative of an enterprise is personally responsible for any damage caused to the enterprise due to its breach of responsibility specified above.
3) Number of legal representatives of the enterprise #
Limited liability companies and joint stock companies may have one or more legal representatives. The company's charter specifies the number, managerial position and rights and obligations of the enterprise's legal representative.
If the company has more than one legal representative, the company's charter specifies rights and obligations of each legal representative.
In case the division of rights and obligations of each legal representative is not clearly specified in the company's charter, each legal representative of the company will be the authorized representative of the enterprise in front of the party. Tuesday; all legal representatives shall be jointly liable for any damage caused to the business in accordance with civil law and other relevant laws.
4) Requirements for the presence and residence of the legal representative of the enterprise #
Enterprises must ensure that at least one legal representative resides in Vietnam at all times.
(*) When only one legal representative remains in Vietnam, when leaving Vietnam, such person must authorize in writing another individual residing in Vietnam to exercise the rights and perform the obligations of the representative. legal.
In this case, the legal representative is still responsible for the performance of the authorized rights and obligations.
(**) In case the authorization period expires as prescribed at point (*) If the enterprise's legal representative has not yet returned to Vietnam and has no other authorization, the following provisions shall be complied with:
- The authorized person continues to exercise the rights and obligations of the legal representative of the private enterprise until the legal representative returns to work at the enterprise;
- Authorized person continues to exercise the rights and obligations of the legal representative of a limited liability company, joint stock company or partnership until the legal representative of the company becomes work at the company again or until the company owner, the Members' Council or the Board of Directors decide to appoint another person to be the legal representative of the enterprise.
(i) Except as specified in (Ii) below, for an enterprise there is only one legal representative and this person is absent from Vietnam for more than 30 days without authorizing another person to exercise the rights and obligations of the legal representative of the enterprise. business or death, missing, being examined for penal liability, being held in custody, serving a prison sentence, serving an administrative handling measure at a compulsory detoxification establishment or compulsory education institution , having limited or incapable of civil acts, having difficulty in understanding, mastering acts, being banned by courts from holding certain posts, practicing certain occupations or doing certain jobs chincubated possession cMr. ty, Hboard thMembers, HThe board of directors appoints people khevil as a fishermanrepresentative by phpressureamy of cMr. Ty.
(Ii) For limited liability companies with two members, if any individual member who is the legal representative of the company dies, is missing, is being prosecuted for criminal liability, is detained, is accepting imprisonment are serving administrative handling measures at compulsory detoxification establishmentscompulsory education institution, escaping from residence, having limited or incapable of civil acts, having difficulty in perception, controlling acts, banned by court from holding posts, banned from practicing or do certain jobs thremaining members lContemporaryI am a fishermanrepresentative by phpressureamy of ccompany for eUntil cAccumulateNew decision of the Council thmember vTo the representative by phpressureamy of cMr. Ty.
(Iii) Courts and other competent procedure-conducting agencies may appoint legal representatives to participate in legal proceedings in accordance with law.