Q114   What are the key points of the New Company Law?

A114  It is a very broad law with almost 1,000 articles, and incor-porates many different elements. Previously, joint-stock companies were required ro have three directors and ro hold board of directors' meetings. Under the new law, the minimum requirement is that a shareholders' meeting be held and at least one director be appointed, while whether board of directors' meetings are held depends on how much capital the company has, besides which one can choose from 39 options regarding the running of the company.

Mergers and the selling of subsidiary companies have become much easier. For example, through a short form of structural re-organization, a joint -stock company with no less than 90% of the rota! voting rights can merge with a subsidiary company without approval in the form of a resolution at a shareholders' meeting.

Traditionally, when a merger took place, the only consideration given ro the other company's shareholders was srock, but this is  no longer the case. Now, instead of srock, cash can be used. What is even more important is that subsidiary companies can use stock in their parent or controlling companies in what is known as trian-gular mergers.

 Introduction of the New Company Law