Some obstacles in regulation on the limited company asking for solutions

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Law on Enterprises 2020 has appropriately modified provisions on the organization and operation of multi-member limited companies. However, shortly after implementation, some new regulations continuously lead to impediments whose legal loopholes would contribute to risks and harmfulness to corporations, investors, and even economic activities in general. Different from previous versions; the Law on Enterprises 2020 overlooks the rights and duties of companies’ members and supplies only provisions on those related to persons in the Board of Members instead. Neverthesless, this has forfeited several rights inevitably owned by a company’s member, who contributes to and owns parts of the company’s capital. In addition, it provides an incomplete regulation on corporations’ executive and management, in particular the apparent competence of the Board’s members. Currently, the Director (or General Director)’s decisions are scoped in corresponding with the rights of the Board of Members’ president. Regardless, the Corporation Law 2020 sends no confirmation of such rights. Accordingly, this paper extracts obstacles in rules on the Board’s members and their rights and duties for appropriate solutions. Under the common aspects, the problems raised on provisions concerning authorities to enter into contracts of the Director (or General Director) and the President of the Board of Members are considered for proper recommendations for further amendments to the Law on Enterprises.