Approval of Revisions to the Company Law Signals the ''Upgraded'' Stock Repurchase System
The Decision on Amending the Company Law of the People's Republic of China (the "Decision") has been recently adopted at the Sixth Session of the Standing Committee of the 13th National People's Congress ("NPC") and taken effect immediately from the date of issuance.
According to the Decision, a listed company is allowed to buy back its own shares under a wider range of six circumstances, including: 1. Where it reduces its registered capital; 2. Where it plans to merge with a company that is one of its existing shareholders; 3. Where it buys back its shares to operate an employee stock ownership plan or an employee stock incentive plan; 4. Where shareholders request it to purchase their shares of the company, as they oppose to the resolution adopted at the general meeting of shareholders in respect of the combination or division of the company; 5. Where it buys back its shares to convert the convertible corporate bonds it has issued; and 6. Where it has to buy back its shares to maintain the company's value and its shareholders' rights and interests. The Decision expressly states that, the modified Company Law also properly streamlines decision-making procedures for some circumstances with respect to the repurchase of shares, raises the upper bound of shares that could be held by a listed company itself, and prolongs the period for which the company may hold the repurchased shares.
(Source: http:// www.npc.gov.cn )