Institutional Logic of Director Resignation and Retention Rules
The new Company Law outlines the basic framework of director resignation rules,but leaves room for details through theoretical researches of company law to meet the needs of judicial judgment.The legal relationship between the director and the company is based on commission contract and has the characteristics of company law.Both the director and the company have the right to resign or dismiss at their own discretion without the consent of the other.If the resigna-tion of a director results in the number of directors on the board falling below the statutory lower limit,the statutory retention obligation shall be triggered to ensure the continued operation of the company and allow sufficient time for shareholders meeting to elect new directors.Whether statutory retention occurs after the resignation of a director or not,his concurrent position as le-gal representative shall be removed.Shareholders meeting shall investigate and elect new direc-tors as soon as possible during the retention period.
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