Related party transactions involving State-owned enterprises

Any State-owned enterprise in which the State has more than 50% voting right is ultimately controlled by the State. Therefore, technically transactions between any two State-owned enterprises or between one State-owned enterprise and a State authority (who is also controlled by the State) may arguably be considered as related party transactions. This is because the definitions of related persons under Enterprise Law 2014 and Securities Law 2006 include persons who can control the decision making of another company or who are under control of the same person.

If any transaction between any two State-owned enterprises (e.g. a loan agreement between a State-owned bank to another State-owned enterprise) or between one State-owned enterprise and a State authority (e.g. a government bond purchase agreement between a State owned bank and a State authority) is a related party transaction and there are minority non-State shareholders in the relevant State-owned enterprise then the transaction may be subject to consent by non-State shareholder or directors in the relevant State-owned enterprise. It would be interesting to know whether and how various Government entities or State-owned enterprises comply with the provisions on related party transactions under Enterprise Law 2014 in pratice.