Information disclosure of related party transactions

It is precisely because of related party transactions that related parties have certain flexibility in the pricing process, and the controlling shareholder, actual controller or influencer of the company may use related party transactions to transfer benefits. Therefore, fully regulating related party transactions and their information disclosure has become the key to ensure the fairness and justice of related party transactions. The fundamental purpose of related party transaction information disclosure is to make it as open and fair as non-related transactions, to ensure that related parties do not get improper benefits that cannot be obtained in non-related state, and to ensure that transactions are fair and reasonable to the company and shareholders. At the same time, it provides information basis for investors to exercise their voting rights in this transaction, so that investors can make investment decisions on the basis of understanding the true contents of related party transactions and enhance their confidence in the transparency of the securities market.

The core of the disclosure rules of related party transactions of listed companies is to define the scope of related party transactions and related parties. All the people who may use the relationship to realize the impossible trading activities between unrelated people are included in it to maintain a fair trading order. According to the listing rules of Shanghai and Shenzhen Stock Exchanges in China, related party transactions of listed companies refer to the transfer of resources and obligations between listed companies or their holding subsidiaries and related parties of listed companies. Related parties include related legal persons and related natural persons, and the Listing Rules clearly define the scope of related legal persons and related natural persons. At the same time, the conditions of potential associates are stipulated, that is, after the agreement or arrangement comes into effect, or within the next l2 months, those who have one of the above-mentioned related legal persons or related natural persons and those who have one of the above-mentioned related legal persons or related natural persons in the past l2 months are regarded as potential associates. The Listing Rules also stipulate that China Securities Regulatory Commission, exchanges or listed companies may, on the principle that substance is more important than form, identify other natural persons and legal persons who have a special relationship with listed companies and may lead to the inclination of listed companies' interests, and thus shall perform corresponding related party transaction decision-making and disclosure procedures.

The Listing Rules have detailed provisions on the amount, calculation standard and disclosure content of related party transactions to be disclosed in time.