1. Which companies are required to set up the person in charge of personal information protection under the personal information protection law? According to the Personal Information Protection Law (hereinafter referred to as “PIPL”）, if the number of personal information processed by the personal information processer (e.g. the company) reaches the threshold specified by the Cyberspace Administration of China, shall the processor of personal information designate the person in charge of personal information protection (similar as the data protection officer (“DPO”) under the GDPR), who shall be responsible for supervising the activities of personal information processing and the protection measures taken. The recent state-issued Exposure Draft on Personal Information Protection Compliance Audit and the Exposure Draft of Data Security Technology Personal Information Protection Compliance Audit Requirements have also put forward clear audit requirements, particularly with regard to whether the setup, qualifications and responsibilities to the person in charge of personal information protection/DPO are in compliance with the law.

In general, all shareholders have rights to receive dividends, participate in major decisions and choose management in accordance with the law. For example, unless otherwise prescribed in the articles of association of a company with respect to voting ratio, according to Article 66 of the Company Law of the People's Republic of China (effective on July 1, 2024, hereinafter referred to as the “2024 Company Law”), a resolution made by the shareholders' meeting shall be adopted by the shareholders representing more than half of the voting rights. A resolution made by the shareholders' meeting on modifying the articles of association, increasing or decreasing the registered capital, as well as merger, division and dissolution shall be adopted by the shareholders representing more than two thirds of the voting rights. Therefore, shareholders holding more than two thirds of the company's equities are usually called controlling shareholders. Compared to controlling shareholders, minority shareholders in a joint venture have limited control and voice in the actual operation of the company.

In general, there are three ways of transferring shares of listed companies: call auction, block trading and negotiated transfer, each of which has its own features. The procedures of negotiated transfer are relatively more complicated. According to the regulations of China Securities Regulatory Commission (“CSRC”), Shanghai Stock Exchange and Shenzhen Stock Exchange, when a major shareholder or particular shareholder reduces shareholding, the total number of shares reduced by way of call auction within three months shall not exceed 1% of the total number of shares of the company, whilst by way of block trading shall not exceed 2%. On the contrary, “when a major shareholder or particular shareholder reduces shares by way of negotiated transfer, the number of shares transferred to a single transferee shall not be less than 5% of the total number of shares of the company.” Therefore, if a shareholder intends to transfer a small amount of shares, call auction or block trading will be a more suitable way, while negotiated transfer will be more efficient when a major shareholder intends to transfer a large amount of shares.