Provisions on the definition of major transactions

Legal analysis: Major transactions are special documents that the company publicly discloses to the public when it raises shares, issues shares, goes public and handles other very important matters. Special documents disclosed to the public by the company when raising shares, issuing shares, listing and trading shares and handling other very important matters. Including prospectus, listing announcement, disclosure of major events, disclosure of major transactions, etc. Prospectus refers to a company initiated and established, a non-listed company without individual shares, which is formulated with reference to the preparation standards and methods of public prospectus, but is limited to a certain range of public disclosure.

Legal basis: Article 17 of the Measures for the Administration of Acquisition of Listed Companies. Where the number of shares owned by investors and their concerted parties reaches or exceeds 20% but not more than 30% of the issued shares of a listed company, a detailed report on the change of rights and interests shall be prepared, which shall disclose the following contents in addition to the information specified in the preceding article: (1) the controlling shareholder, actual controller and shareholding control relationship structure of investors and their concerted parties; ? (2) The price of obtaining relevant shares, the amount of funds required or other payment arrangements; ? (3) Whether there is horizontal competition or potential horizontal competition between the businesses of investors, concerted parties and their controlling shareholders and actual controllers and the businesses of listed companies, and whether there are continuous related transactions; If there is horizontal competition or continuous related party transactions, whether corresponding arrangements have been made to ensure that investors, concerted parties and their related parties avoid horizontal competition and maintain the independence of listed companies; ? (4) Follow-up plans for the adjustment of assets, business, personnel, organizational structure and articles of association of listed companies in the next 12 months; ? (5) Major transactions between investors and their concerted actions and listed companies in the previous 24 months; (6) There are no circumstances as stipulated in Article 6 of these Measures; ? (seven) to provide relevant documents in accordance with the provisions of article fiftieth of these measures. ? If the above-mentioned investors and their concerted actions are the largest shareholders or actual controllers of listed companies, they shall also hire financial advisers to issue verification opinions on the contents disclosed in the above-mentioned report on changes in equity, except that administrative transfer or changes in state-owned shares and share transfer are carried out between different entities controlled by the same actual controller, unless shares are acquired through inheritance. If investors and their concerted parties promise to give up exercising the voting rights of relevant shares for at least three years, they may be exempted from hiring financial advisers and providing the documents specified in Item (7) of the preceding paragraph.