(1) A company may have an executive director. In such cases, no company which has an executive director (hereinafter referred to as "company with executive directors") shall have a representative director.
(2) The provisions of the Civil Act regarding delegation shall apply mutatis mutandis to the relationship between a company with executive directors and its executive directors.
(3) The board of directors of a company with executive directors shall have the following authority:
1. Appointing or removing an executive director and the representative executive director;
2. Supervising the executive directors' performance of duties;
3. Appointing a person who is to represent the company with executive directors in a lawsuit between the company with executive directors and any of its executive directors;
4. Delegating the decision-making affairs concerning performance of duties to executive directors (excluding where such is prescribed as the matter of authority of the board of directors);
5. Where there exist more than one executive director, decision-making on allocation of duties, chain of supervision/command, and other matters concerning interrelationship between executive directors;
6. Decision-making on remuneration for executive directors, in cases not provided for in the articles of incorporation or approval thereon has not been made in a general meeting of shareholders.
(4) A company with executive directors shall have a chairperson of the board of directors to preside over meetings of the board of directors. In such cases, the chairperson of the board of directors shall be appointed by a resolution of the board of directors, unless otherwise provided for in the articles of incorporation.[This Article Newly Inserted by Act No. 10600, Apr. 14, 2011]