In Venezuela, there are no limitations on the minimum or maximum number of directors permitted. The number of directors must be determined in the company’s bylaws, and cannot vary unless the by-laws are amended accordingly.
It is not a requirement for directors to be residents in Venezuela, however where directors are no residents they will need to have in place a valid Venezuelan work or business visa.
In accordance with Venezuelan law, you have a duty to declare any conflicts of interest. In some cases the conflict can be noted and you can remove yourself from any decision-making within the entity upon the relevant matter. However if the conflict is of a more fundamental or continuing nature then you may need to resign your position. If in doubt, seek advice.