questions and answers

What management structure does each type of company consist of?

For Multiple-member Limited Liability Companies, the management structure consists of: the Members’ Council, the Chairperson of the Members’ Council, and the Director or General director.

This type of company, if it is a state-owned enterprise pursuant to Article 88.1.b and is a subsidiary of a state-owned enterprise in accordance with Article 88.1 of the 2020 Law on Enterprises, shall have an Inspection Supervisory Board.

For Single-member Limited Liability Companies:

(i) If owned by an organization, the management structure can be either of the following:

    • A Chairperson, a Director or General director; or
    • The Members’ Council, a Director or General director.
    • If owned by a state-owned enterprise, it shall have a Supervisory Board.

(ii) If owned by an individual, the management structure consists of a Chairperson, a Director or General director

For Joint Stock Companies, the management structure can consist of either of the following (unless otherwise prescribed by the law on securities):

(i) The General Meeting of Shareholders, the Board of Directors, the Supervisory Board and a Director or General director. If the joint stock company has less than 11 shareholders and the institutional shareholders own less than 50% of total shares of the company, a Supervisory Board is not required;

(ii) The General Meeting of Shareholders, the Board of Directors and a Director or General director. In this scenario, at least 20% of the members of the Board of Directors must be independent members and an Audit Committee shall be required in the Board of Directors.

For Partnerships, the management structure consists of the Member council and a Chairperson of that Council who will also be the Director or General director, if not otherwise stated in the Company Charter.

For Sole proprietorships, its owner will directly or via another person manage and administer its business operations.

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