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Corporate Governance

发表时间:2022-05-25 20:20

1.     Restructuring corporate governance

        Shareholderagreement

Given Barenbrugwill involve a new shareholder, who may be a local private Chinese company, itis necessary to design an agreement, which sets up some terms between the twoparties, for example, local Chinese shareholder purchases certain percentage ofcompany share, is entitled to get paid of dividends; Barenbrug still runs thebusiness, controls the company and recruit the staff.

        Formationof Board of Directors

Shareholders electrepresentative in the Board of Directors. It is suggested that number of boardmember can be 4, 6 or 8, therefore both parties hold equal number of directors;and chairman of the board can be elected by Chinese side.

        Nominationof CEO or general manager

It is stronglysuggested CEO or general manager position should be held by Barenbrug, so thedaily business and management are totally controlled by it.

        Appointmentof financial diretor/manager and HR manager

In a company, moneyand people are two critical elements, Barenbrug needs to control these twopostions.

        Independentdiretor

The key design inthe structure is to create a role of independent director. He does not have afunction to perform in the company’s management, but is involved in itsgovernance and supervision.


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