【正文】 a meeting of the shareholders assembly, and all the shareholders shall sign their names on and affix their seals to the documents of the decision.Article 39 The first meeting of the shareholders assembly of a pany shall be convened and presided over by the shareholder who has made the greatest capital contributions to the pany, and he shall exercise the functions and powers in accordance with the provisions of this Law.Article 40 The meetings of the shareholders assembly shall be divided into regular meetings and interim meetings.Regular meetings shall be convened on schedule as specified by the provisions of the pany’s Articles of association. An interim meeting shall be convened when it is proposed by shareholders representing onetenth or more of the voting rights, by onethird or more of the directors, by the board of supervisors, or by the supervisors of a pany without a board of supervisors.Article 41 Where a board of directors is set up in a pany with limited liability, the meeting of the shareholders assembly shall be convened by the board of directors and presided over by the chairman of the board of directors。 where the chairman of the board cannot perform such function or fails to do so, the meeting shall be presided over by the vicechairman of the board。 and where the vicechairman cannot perform the function or fails to do so, the meeting shall be presided over by a director jointly elected by half and more of the directors.Where no board of directors is set up in a pany with limited liability, the meeting of the shareholders assembly shall be convened and presided over by the executive director.Where a board of directors or the executive director cannot perform or fails to perform the duty of convening a meeting the shareholders assembly, such a meeting shall be convened and presided over by a board of supervisors or the supervisor of a pany where no board of supervisors is set up。 and where the board of supervisors or the supervisor fails to convene and preside over the meeting, the shareholder representing onetenth or more of the voting rights may convene and preside over such a meeting on his own.Article 42 All the shareholders shall be notified 15 days prior to the convening of a meeting of the shareholders assembly, except where otherwise provided for by the pany’s Articles of association or agreed upon by all of the shareholders.The shareholders assembly shall keep minutes of the decisions that are made on the matters discussed at the meeting, and the shareholders present at the meeting shall sign the minutes.Article 43 Shareholders shall exercise their voting rights at a meeting of the shareholders assembly in proportion to their respective capital contributions, except where otherwise provided for by the pany’s Articles of association.Article 44 The modes of meeting and voting procedures of the shareholders assembly shall, in addition to what is provided for in this Law, be stipulated by the pany’s Articles of association.Resolutions made at a meeting of the shareholders assembly on amendment to the pany’s Articles of association, the increase or reduction of the registered capital, or on the merger, division, dissolution or transformation of the pany shall be subject to adoption by the shareholders representing twothirds or more of the voting rights.Article 45 A pany with limited liability shall set up a board of directors, which shall be posed of 3 to 13 members, except where otherwise provided for by Article 51 of this Law.The members of the board of directors of a pany with limited liability that is incorporated with the investment of two or more Stateowned enterprises or two or more Stateowned investment entities shall include representatives of the staff and workers of the pany。 and the members of the board of directors of other panies with limited liability may include representatives of the staff and workers of the panies. The representatives of the staff and workers on the board of directors shall be democratically elected by the staff and workers of the pany through the conference of the representatives of the staff and workers, the general meeting of the staff and workers, or through other forms.A board of directors shall have a chairman and may have a vicechairman. The measures for the election of the chairman and vicechairman of the board shall be stipulated by the pany’s Articles of association.Article 46 The term of office of a director shall be stipulated by the pany’s Articles of association, but each term of office shall not exceed three years. A director may, if reelected upon expiration of his term of office, serve consecutive terms.Where no election is conducted in time before the expiration of the term of office of a director, or the number of the directors is less than the statutory number due to the resignation of a director within his term of office, the existing director shall, before the directorelect takes office, continue to perform his duty as a director in accordance with the provisions of laws, administrative regulations or the pany’s Articles of association.Article 47 The board of directors shall be accountable to the shareholders assembly and exercise the following functions and powers:(1) to convene the meeting of the shareholders assembly, and to report on its work to the board。(2) to implement the resolutions adopted by the shareholders assembly。(3) to decide on the operational plans and investment plans of the pany。(4) to draw up the annual financial budget plan and final accounts plan of the pany。(5) to draw up plans for profit distribution and plans for making up losses of the pany。(6) to draw up plans for the increase or reduction of the registered capital and the issue of corporate bonds of the pany。(7) to draw up plans for the merger, division, dissolution and transformation of the pany。(8) to decide on the establishment of the internal administrative bodies of the p