What are the provisions of the company law on relationships?

1. What are the provisions on the relationship in the Company Law? The definition of "related relationship" in Item 4 of Article 217 of the Company Law is: "the relationship between the controlling shareholder, actual controller, directors, supervisors and senior managers of the company and the enterprises directly or indirectly controlled by them, and other relationships that may lead to the transfer of the company's interests. However, state-owned holding companies are not only related because they are controlled by the state. " The restrictions on related party transactions in the Company Law mainly include: first, the controlling shareholder, actual controller, directors, supervisors and senior management personnel of the company shall not use their related relationships to harm the interests of the company, but shall be liable for compensation if losses are caused to the company; Second, directors, supervisors and senior managers must be loyal to the company. In case of violation, the income shall be owned by the company. Third, directors of listed companies are restricted from exercising their voting rights if they are related to the companies involved in the resolutions of the board of directors. Second, the legal characteristics of related party transactions In essence, related party transactions are a commercial legal act, but the relationship between the two parties determines that it is different from the general commercial legal act. In general commercial legal acts, the legal status of both parties to the transaction is equal. Both parties follow the principle of market competition and conduct transactions according to the true meaning of the other party, which can basically achieve a fair result recognized by both parties. However, in related party transactions, the status of the two parties is not equal, and one party can directly or indirectly control or influence the business decision of the other party, so related party transactions have their special legal characteristics. 1. Related party transactions have specific subjects and unequal status. Related party transactions are transactions between a company and its affiliated companies. One party to the transaction has control or significant influence on the other party, and the two parties are in unequal legal status. Transactions outside the company and its affiliated companies belong to the category of company autonomy, not affiliated transactions, and should not be interfered. However, it is precisely because related party transactions occur between companies and related parties that companies and related parties may maliciously collude to use related party transactions to harm the interests of third parties, or one party may use its dominant position to harm the interests of the other party. Therefore, the law has to intervene in related party transactions to protect the interests of related parties or the public. 2. The scope and types of related party transactions are very extensive. The related party transactions of companies are diverse, extensive and complicated, including the transfer of resources and the arrangement of obligations, including paid transactions, free transactions, double transactions and single transactions. According to the interpretation of an American court in a case, a transaction refers to any transaction that can cause certain legal consequences, including buying and selling, leasing, lending, lending, guarantee and other activities. This is a broader term than contract. 3. There are insider conflicts of interest in related party transactions of the company. In related party transactions, insiders often fall into the dilemma of "role conflict" This is because insiders are not only members of the company, but also have direct or indirect trading interests with the company. On the one hand, legally speaking, both the directors or senior managers of the company and the controlling shareholders who have control over the company's business affairs have loyal obligations to the company and all shareholders; On the other hand, the related party has an interest relationship with the transaction itself, so as far as the insider is concerned, in the specific related party transaction, he is faced with the interest choice of going beyond the company's interests to promote his own interests or fulfilling his loyal obligations to the company, which puts him in a serious interest conflict. 4. The consequences of related party transactions are twofold, and there are unfair risks objectively. Related party transactions may be fair and just to both parties, or they may be unfair and unjust. Although both parties to related party transactions have independent and equal legal status, due to the serious conflict of interests and control factors, related party transactions have huge unfair risks, which may damage the interests of the company and minority shareholders or creditors of the company. Mainly after being the controlling shareholder or senior manager of a company, it is not that you can't start other companies, or your close relatives, spouses, parents, etc. They also run companies in the same industry, so they are required to be loyal to the company. If they are found to be related, their voting rights will be restricted in some cases.