A Listed Company Acquired A Number Of Legal Issues

The market economy is competitive. The result of the competition is the concentration of the economy. The acquisition of the listed company is one important method of concentrated economy and the market scale. Therefore, the countries all over the world attach great importance to the securities exchange activities—the listed company's acquisition. As an important securities exchange activity, the listed company's acquisition relates to the transformation of control power, the directorates recombine of the target company, the fluctuation of stock market, and other exceedingly complicated issues. It would influence the stockholders of the listed company and all the investors' benefits if there were any indiscreet deals. Thereby, all countries made the specific regulations regulate the basic principles, methods and procedures of the listed company's acquisition, the supervision and management, and antitrust issues on legal level, so that ensures the implementation of the listed company's acquisition will be standardized. According to the legislations and practices of various countries, the basic issues of the listed company's acquisition include the rationale, the basic principles, the methods and procedures of the acquisition, the supervision and management, and antitrust issues.The rationales of the listed company's acquisition include the conception and characteristics, the relations of the listed company's acquisition and competition and monopolization, the legal relation people of the listed company's acquisition, the cause of the act and the trend in development, the effect in economy, and so on. Above all, the article discusses the issues mentioned above. In additional, it gives a legible definition of the listed company's acquisition and establishes the foundation of the following investigation.One of the footstones of the research of the listed company's acquisition is the basic principles issue. At present, the most view of the basic principles in the circle has three—stockholder's equal treatment principle, minority stockholder protection principle, and information disclosure principle. The author considers, in essence, thethree principles are the embodiments of "Disclosure, Equal, and Fairness"—the three public principles which are the basic values in securities law. Their functions of protecting the benefits of the target companies' stockholders and maintaining the orders of securities market cannot be replaced. The three principles are not only independent, but also integrative each other. They are reflected in all concrete systems of the listed company's acquisition and form the footstone of modern listed company's acquisition system. Hereby, the article focuses the three principles and thoroughly discusses the basic principles of the listed company's acquisition.The methods and procedures of the listed company's acquisition are two of the core issues. There are two main methods: the listed company's offer acquisition and the listed company's agreement acquisition. In the countries and regions whose securities markets are developed, the highly transparent offer acquisition is relatively prevail. Oppositely, the agreement acquisition is mainly used in securities market developing countries and regions. After analyzing the changing history of the acquisition methods of the list companies in western developed countries, the author thinks our securities market is still not perfect. Especially, there are large numbers of non-circulating corporate shares and state-owned shares in our securities market. Thus, the agreement acquisition is the main method in our country at present. Our country needs to enlarge the range of using offer acquisition because of its transparency and the protection of minority stockholders. Besides, the article discusses the procedure of the listed company acquisition in our country. To compare with developed countries, our two acquisitions procedures now have some problems, such as weak maneuverability, fuzzy clauses and stipulations, and so on. We should learn from the countries with...