PRC Company Law (Draft Amendments)

中华人民共和国公司法 (修订草案)

January 21, 2022 | BY

Susan Mok

Company Law draft amendments allow for simple merger procedures

Issued: December 24, 2021

Main contents: Where a company is to be merged with a company that holds more than 90% of its shares, such company being merged shall not require a resolution of its shareholders' meeting, provided that the other shareholders are notified thereof, and the other shareholders shall have the right to request that the company acquire their equity or shares at a reasonable price.

Where the price paid in a company merger does not exceed 10% of the company's net assets, a resolution of the shareholders' meeting may be obviated, unless otherwise provided by the company's articles of association (Article 215).

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