(1) The investor is the controlling shareholder holding more than 50% of the shares of the listed company;
(two) investors can actually control more than 30% of the voting rights of listed companies;
(3) investors can decide to appoint more than half of the members of the board of directors of the company by actually controlling the voting rights of the shares of the listed company;
(4) The voting rights of the shares of the listed company actually controlled by the investors are sufficient to have a significant impact on the resolutions of the shareholders' meeting of the company;
In addition, according to the understanding and application of Article 12 of Opinions on Application of Securities and Futures Law [2007] 1 issued by the CSRC, the company control right is the power that can have a significant impact on the resolutions of the shareholders' meeting or actually control the company's behavior, and its source is the direct or indirect equity investment relationship with the company. At the same time, the opinion also gives the idea of determining the company's control right: to determine the ownership of the company's control right, we should not only review the corresponding equity investment relationship, but also analyze and judge the substantial impact on the issuer's shareholders' meeting, the resolutions of the board of directors, the nomination and appointment of directors and senior managers and other factors according to the actual situation of the case.
According to the interpretation of the above two laws and regulations on the company's control right, the person who owns the company's control right refers to the person who can have a significant influence on the resolutions of the shareholders' meeting or actually control the company's behavior by directly holding the company's shares, through investment relations, agreements or other arrangements, or through the above two ways.
Legal basis: Article 216th of the Company Law of People's Republic of China (PRC). The meanings of the following terms in this Law:
(1) Senior management refers to the manager, deputy manager, financial officer, secretary of the board of directors of a listed company and other personnel stipulated in the articles of association of the company.
(2) Controlling shareholders refer to shareholders whose capital contribution accounts for more than 50% of the total capital of a limited liability company or whose shares account for more than 50% of the total share capital of a joint stock limited company; Although the capital contribution or the proportion of shares held is less than 50%, but according to their capital contribution or shares held, shareholders have enough voting rights to the shareholders' meeting and the resolutions of the shareholders' meeting.
(3) "Actual controller" refers to a person who is not a shareholder of the company, but can actually control the company's behavior through investment relations, agreements or other arrangements.
(4) Relationship refers to 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, as well as other relationships that may lead to the transfer of the company's interests. However, state-controlled enterprises are not related only because they are controlled by the state.