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SCMP Reporter

Changes to company and securities laws on intervention, approvals and the power of majority stakeholders near

China's top lawmakers are meeting this week to approve  a series of regulations  that will include a much-needed strengthening of  rules governing the financial industry.

The revisions to the Company Law and the Securities Law would reduce government oversight and improve the rights of minority shareholders, officials and analysts said.

'Several pieces of individual articles in the Company Law will be revised,' said  an official in the Standing Committee's legal department.

The drafts of the amendments were tabled for discussion at the 11th meeting of the Standing Committee of the 10th National People's Congress this week.

The changes  could have far-reaching implications for mainland companies.

Most of the revisions will bring securities oversight into compliance with a new Administrative Law  designed to reduce government intervention in private business.

The Administrative Law is due  for approval in October by the Standing Committee.

Under the new legal regime, companies could issue shares at market prices instead of at a price set by the China Securities Regulatory Commission (CSRC).

In addition, companies would not require CSRC approval to list bonds as long as the stock exchanges ensured that all requirements were met.

Controlling shareholders would be made independent of the company so any  decisions made would not be unilateral but would need approval from other stakeholders.

The new law would make it mandatory for all shareholders to be notified about shareholder meetings and to be allowed to vote on substantial issues.

'In China, minority shareholder interests are secondary. It's a good move to try to bring China's stock markets and shareholding structures into the best practices of the west,' said Dai Daohua, an economist at the Bank of China Hong Kong.

Chen Dong, a banking analyst at China Galaxy Securities,  said one goal of the new rules was  to reduce the power of majority shareholders in the operation of Chinese companies.

'They want to restrain majority shareholders' power and protect the smaller shareholders,' Mr Chen said.

Abuse of majority rights has long been a problem in China, leaving investors worried about the lack of control they have over their company stakes.

One example  is D'Long Strategic Investment, a private company set up by Tang Wanxin and his three brothers in 1986.

The D'Long crisis broke in April when creditor banks demanded repayment of loans but was originally caused by the Tangs' misuse of their power  over the company against other shareholders.

The company now owes billions of yuan to thousands of individual and corporate clients of the 21 financial institutions it owns and creditors of hundreds of other companies.

The number of private businesses registered in the mainland  rose 20 per cent last year to more than  three million, according to the All-China Federation of Industry and Commerce.

However,  that number does not include the thousands of small businesses that have not registered to avoid paying tax.



China gives minorities a lift in financial industry shake-up