The M&As Of Enterprises In Stock Market During China's Entire Circulation Times

So far, there have been a lot of theories and cases about the mergers and acquisitions (i.e.M&As) of enterprises. The research achievements in that field are not only just some theoretic innovations, but also can be put into practices widely. However, the great changing in the system, institution and structure in china's stock market nowadays makes it certain that the research on M&A of enterprises'actions under the restrictions in China's stock market is of momentous theoretic significance and far-reaching current significance in practice. So I've written the thesis: the M&As of enterprises in Stock Market During China's Entire Circulation Times.The dissertation consists of six chapters:Chapter One: This chapter analyzes what kind of changes have happen in the institution, the structure of the stock market during China's Entire Circulation times from historical angle. The study about such kind of changes is not only the logical starting point of the research, but also the restriction and precondition of the research on the M&A of enterprises. In fact, no matter the IPO or the transaction institution in China's stock market have been changed greatly from 2000. And these changes in institution are doom to bring us great changes in system and structure, such as, the investor groups (the Fund, QFII, insurance fund etc.), new transaction product (the warrant, the stock lending and borrowing etc.), the idea about pricing, the flow of information etc. But in all, the main path is the marketization reform and the approach to the international practice.Chapter Two: This chapter is a general situation and criticism of the theories on the firms'M&As. Its core objective is to make a foundation to our research on the firms'M&As in China's stock market during the Entire Circulation Times. The theory of Capital Concentration from Marx, the theory of the Best Capital Structure and the theory of transaction cost etc. All kinds of theories explain the inevitability and discipline about M&As. They are just the rationale on the M&As of enterprises in Stock Market During China's Entire Circulation Times.Chapter Three: This chapter mainly analyzes the types and channels. The M&As of enterprises can be divided into the different types follow different standards. From the relationship between industry, the M&As can be divided as Horizontal M&A, Vertical M&A and Conglomerate M&A;From the angle of the structural arrangement of financing payment, it can be divided as the currency, stock and those combined M&As; From the attitude of M&A, it can be divided as goodwill and hostile M&As; From the channels which the M&As practice, it can be divided as open market and un-open market M&As…In this chapter, we start from the procedure, the way of payment, financing and implementing process , carries on the induction summary to the elementary knowledge and paves the way for the theory of China's M&As in the Entire Circulation times.Chapter Four: The specificities in China's M&As in stock market can be clearly seen in the international comparison. So in the fourth chapter, we arrange some cases on international comparison about the M&As in stock market. In fact, there are different national culture, macroscopic economic environment, market and industry environment between different countries and districts, so the characters on M&As are also different. For example, in such kind of country like the USA,which take the capital market as the leadership, the M&As are more likely to financing in the Capital market; But in Japan that the banks take a leadership, the banks take part in most of the M&As, sometimes, they are the direct force of the M&As. In this chapter, through the description and analysis of some cases happened in the USA , Japan and HongKong stock marked and also the multi-national M&As, we summarize the influence that a country's economical financial environment make to enterprises'M&As. It forms the frame of reference about the research in enterprise M&As in China, especially in the special condition of Entire Circulation.Chapter Five: This chapter studies the M&As of enterprises in stock market during China's Entire Circulation times mainly from the following four aspects: the impulsion of enterprise M&As in Entire Circulation times, the efficiency of enterprise M&As in Entire Circulation times, the pricing system of enterprise M&As in Entire Circulation times and the supervision of enterprise M&As in Entire Circulation times. The main conclusions are:①Entire Circulation has solved the institutional flaw that can be considered as a kind of hindrance in enterprise M&As, so the impulsion and efficiency of enterprise M&As in Entire Circulation times have been greatly strengthened.②there are both influences in and out side on the impulsion of enterprise M&As, the reason why a firm choose to merging sometimes is a kind of synthesis manifests of many different strengthes.③Entire Circulation makes the equal stock with equal price come true and also enable the pricing foundation of enterprise M&As to obtain the unification. The traditional way of pricing by net assets, fixed assets evaluation can not be suitable enough for the new times. The suitable pricing mechanism in Entire Circulation times should be follow by the price formed in the securities market with the method of cash flow discounting or the income capitalized.④The pricing of enterprise M&As is a complex behavior with many kinds of factor restriction. So the price is always a result of bargaining around the firm's value between the two sides in M&As.⑤Entire Circulation brings new challenges to the supervision of enterprise M&As, focus on the industry security, speculation, medium poison and the market innovation etc.⑥The supervision of enterprise M&As in new times should learn the mature experiences from the Europe and America, accelerate the legislation process, consummation related laws and regulations, change the supervisor mode.Chapter Six: This chapter studies the financing, type, procedure, implementing and cases of enterprise M&As in the background of China's Entire Circulation in stock market. The main conclusions are:①The M&As in Entire Circulation times relies on the marketable financing, so we should consummate the marketable way of M&As by slackening the supervision to finance, enhancing the innovation of finance product, cultivating more institutions as investment bank and so on.②After the Share Splitting Reform, the proportion of strong stock holder have been reduced and the all the shares can be circulate, it provides chances for hostility M&As, so there must be more merge and anti-merge in the market. In order to cope with hostility M&As, many enterprise amend articles of association, add some anti-merge rules after the Share Splitting Reform. How to make the anti-merge activities conform to the standard is a very important topic the supervisors should consider.③Administrative transfer is a kind of unique channel in China It is simple and convenient but with great government hue. There are two ways of administrative transfer: one is to change the department in charge by politics without changing the management right; the other one is a kind of administrative recombining, both the management and the share rights should be changed. It goes without saying that the recombine of the companies must be a marketable behavior, but in nowadays, the participation and motivation by government seems very necessary in practice, especially for the company whose management condition are extreme worsening or have bunch of troubles in finance with huge scale of assets. In that cases, the power of the government can make the M&As more likely to be successful.