| Since 1978,along with the advancing of depth and breadth of the reform and opening up policy,remarkable economic and social achievements have been made both in China and all over the world.As an important part of the global impact,along with the putting forwards of ‘going global' strategy and pushing forward rapidly,China became a net capital exporter in 2015.Overseas merger and acquisition is an important part of foreign investment,and under the background of becoming a capital net exporter,for the first time in 2016 China became the largest overseas acquirer in the world.Chinese enterprises are new participants in the international merger and acquisition market.Due to the misunderstanding of the international community and the lack of domestic experience for overseas merger and acquisition,Chinese enterprises are facing more and more difficulties at the international level,bringing some problems at home country as well.Due to the suitability of the overseas mergers and acquisitions policy has an important influence on the healthy development of the overseas merger and acquisition of enterprise,the proposition of overseas merger and acquisition policy of enterprise is selected and the research over overseas merger and acquisition of China is conducted comprehensively,systematically,deeply and scientifically for the purpose of building the basic theoretical framework of overseas merger and acquisition of enterprise for the policy authorities in China,clarifying the evolution law of overseas merger and acquisition of enterprise in China,explaining the influence effect of overseas merger and acquisition of enterprise in China,evaluating the suitability of overseas merger and acquisition policy in China,and exploring and forming the roadmap of China`s overseas merger and acquisition policy of enterprise,and providing policy supports for the enterprise to better carry out overseas merger and acquisition.First of all,this paper constructs the basic theoretical framework of the overseas merger and acquisition of enterprise.Based on the reviewing,discussing,and comparing of literature related to overseas merger and acquisition from domestic and abroad aspects,the ‘Diamond Model' of overseas merger and acquisition including national approval policy system,financial supporting policy system,capital market policy system,foreign exchange management system,insurance and security policy system,intermediary institutions cultivating policy system,and information technology services policy system is proposed.Specifically speaking,the nationalapproval policy system is built by the motherland,based on national economic security,foreign exchange market stability,capital outflow avoidance and other factors,to make the necessary approval for companies that conduct overseas mergers and acquisitions for the propose of supporting the overall national strategy with the full implementation of the overseas mergers and acquisitions of domestic enterprises.The financial supporting policy system is the policy relying on which the motherland encourages the relevant enterpriseto carry out overseas merger and acquisition based on the demand of overseas strategy,through the methods of subsidies or taxes reducing.The capital market policy system is the policy relying on which the government policy authorities actively support and encourage the development of financial institutions whose target groups is the enterprise that conduct overseas merger and acquisition.The foreign exchange management policy system is the policy relying on which the government foreign exchange management department serve the foreign exchange demand for overseas merger and acquisition.The insurance and security policy system is the policy whose purpose is avoiding,reducing or preventing enterprises from political risks,economic risks,legal risks,cultural risks and social risks in the host country in the process of overseas merger and acquisitions.The intermediary cultivating policy system is the policy whose purpose is supporting and encouraging the development of intermediary service institutions that focusing on the enterprises conducting overseas merger and acquisition.The information technology services policy system is the policy relying on which the government policy authorities promote various organizations whose target is servicing the information demand from enterprises conducting overseas merger and acquisition.Secondly,the evolution law of overseas merger and acquisition of enterprise in China is clarified.According to the model of ‘Diamond Model' of overseas merger and acquisition,the evolution of the merger and acquisition of enterprise in China is untangled detailedly,and four stages on the evolution of China`s overseas merger and acquisition policy are divided,namely trial stage of overseas merger and acquisition before 1990,normative stage of overseas merger and acquisition between 1991 and2000,sustained development stage of overseas merger and acquisition between 2001 and 2011,and comprehensive development stage of overseas merger and acquisition after 2012.Specifically speaking,at the trial stage of overseas merger and acquisition,the restriction measures to the enterprise that conducts overseas merger andacquisition is strict,and those enterprise faces foreign exchange market constraints.Under this background,the scale of overseas merger and acquisition of enterprise of China is often relatively small,and the main body to conduct overseas merger and acquisition is state-owned-enterprise,and the economic goals are not necessarily the only target of overseas merger and acquisition.At the normative stage of overseas merger and acquisition,the overseas merger and acquisition is still relatively strict,and foreign exchange management is still an important regulation faced by enterprise conducting overseas merger and acquisition,so the policy at this stage has failed to encourage domestic enterprises to conduct overseas merger and acquisition.Under this background,although the full use of resources abroad and domestic resources becomes an important consideration in the process of overseas merger and acquisition,the participation to the overseas merger and acquisition is still limited to state-owned-enterprises in China,and the industry type of enterprise conducting overseas merger and acquisition is also mostly focusing on the enterprise in mineral resources industry.At the sustained development stage of overseas merger and acquisition,policy of China`s overseas merger and acquisition is further easing,the content of overseas merger and acquisition policy system becomes richer,and the approval policy and filing policy regulating the overseas merger and acquisition is proposed formally.Under this background,although the stability of overseas merger and acquisition is weak,and the industrial concentration of overseas merger and acquisition is still high,the gradually-improving overseas merger and acquisition policy is promoting the emergence of super large overseas merger and acquisition,and the overseas merger and acquisition policy is continues promoting the pace of overseas merger and acquisition in China.At the comprehensive development stage of overseas merger and acquisition,China`s overseas merger and acquisition policy is further improving,and the filing policy is becoming an important policy to conduct the management of overseas merger and acquisition by policy authorities.Under this background,the amount of overseas merger and acquisition is increasing smoothly,the scale of overseas assets is expanding,the scope of overseas merger and acquisition region is becoming more pluralistic,the industrial distribution is varied ceaselessly.Thirdly,the influence effect of overseas merger and acquisition policy is explained.Through conducting empirical research on the impact of overseas merger and acquisition,the conclusion that overseas merger and acquisition policy can promote the enterprise to better carry out overseas merger and acquisition effectivelyis reached.Specifically speaking,with the continuous improvement of overseas merger and acquisition policy,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect overseas merger and acquisition policy system will help enterprise to carry out overseas merger and acquisition.With the continuous improvement national approval policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect national approval policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement national financial supporting policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect national financial supporting policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement national capital market policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect national capital market policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement national foreign exchange management policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect national foreign exchange management policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement of insurance and security policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect insurance and security policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement of intermediary cultivating policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect intermediary cultivating policy system of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.With the continuous improvement of information technology development policy system of overseas merger and acquisition,the degree of China`s enterprise overseas merger and acquisition activity is rising ceaselessly,and the perfect information technology development policysystem of overseas merger and acquisition will help enterprise to carry out overseas merger and acquisition.Fourthly,the suitability of China`s overseas merger and acquisition policy system is assessed.Through designing questionnaires and conducting questionnaires,the suitability of China`s overseas merger and acquisition policy system is assessed from four perspectives,namely completeness,applicability,universality and effectiveness.Conclusions is made as follows,the suitability of China`s overseas merger and acquisition policy needs to be improved continuously.Specifically speaking,more than 55% of respondents think that the completeness of China`s national approval policy system of overseas merger and acquisition is relatively high,nearly 50% of respondents think that the applicability of China`s national approval policy system of overseas merger and acquisition is at the middle level,the amount of respondents that believe the universality of China`s national approval policy system of overseas merger and acquisition is at the low level is relatively the most,and the amount of respondents that believe the effectiveness of China`s national approval policy system of overseas merger and acquisition is at the low level is relatively the most.Nearly 40% of respondents think that the completeness of China`s financial supporting policy system of overseas merger and acquisition is at a very low level,the amounts of respondents that think the applicability of China`s financial supporting policy system of overseas merger and acquisition is at a very low level is relatively the most,40% of respondents think that the universality of China`s financial supporting policy system of overseas merger and acquisition is at a very low level,and more than 40% of respondents think that the effectiveness of China`s financial supporting policy system of overseas merger and acquisition is at a very low level.More than 40% of respondents think that the completeness of China`s capital market policy system of overseas merger and acquisition is at a very low level,more than45% of respondents think that the applicability of China`s capital market policy system of overseas merger and acquisition is at a very low level,nearly 50% of respondents think that the universality of China`s capital market policy system of overseas merger and acquisition is at a very low level,and the amount of respondents that believe the effectiveness of China`s capital market policy system of overseas merger and acquisition is at a low level is relatively the most.Nearly 30% of respondents think that the completeness of China`s foreign exchange management policy system of overseas merger and acquisition is at a very low level,nearly 40% ofrespondents think that the applicability of China`s foreign exchange management policy system of overseas merger and acquisition is at a very low level,more than30% of respondents think that the universality of China`s foreign exchange management policy system of overseas merger and acquisition is generally at a very low level,the amount of respondents that believe the effectiveness of China`s foreign exchange management policy system of overseas merger and acquisition is at a relatively low level and middle level is both exceed 30%.The number of respondents that believe the completeness of China`s insurance and security policy system of overseas merger and acquisition is at middle level is relatively the most,nearly 30%of respondents think that the applicability of China`s insurance and security policy system of overseas merger and acquisition is at a middle level,and more than 40% of respondents think that the effectiveness of China`s insurance and security policy system of overseas merger and acquisition is at a middle level.More than 40% of respondents think that the completeness of China`s intermediary policy system of overseas merger and acquisition is at the lowest level,45% of respondents think that the applicability of China`s intermediary policy system of overseas merger and acquisition is at the lowest level,more than 40% of respondents think that the universality of China`s intermediary policy system of overseas merger and acquisition is at the lowest level,and more than 45% of respondents think that the effectiveness of China`s intermediary policy system of overseas merger and acquisition is at the lowest level.Nearly 40% of respondents think that the completeness of China`s information technology service policy system of overseas merger and acquisition is at the lowest level,more than 40% of respondents think that the applicability of China`s information technology service policy system of overseas merger and acquisition is at the lowest level or lower level,more than 35% of respondents think that the effectiveness of China`s information technology service policy system of overseas merger and acquisition is at the lowest level,and the amount of respondents that think the universality level of China`s information technology service policy system of overseas merger and acquisition is at lower level is relatively the most.Last but not least,the roadmap to improve the China`s overseas merger and acquisition is exploring.Using the method of benchmarking,the suitability of China`s overseas merger and acquisition policy resulting from the evaluating process is compared with Germany,the United States and Japan.Based on the gap between China and the typical developed countries at the level of overseas merger andacquisition policy system,the improving paths are proposed,including the improving path of the national approval policy system of overseas merger and acquisition,the improving path of the national financial supporting system of overseas merger and acquisition,the improving path of the national capital market policy system of overseas merger and acquisition,the improving path of the foreign exchange management policy system of overseas merger and acquisition,the improving path of the insurance and security policy system of overseas merger and acquisition,the improving path of the intermediary policy system of overseas merger and acquisition,the improving path of the information technology development policy system of overseas merger and acquisition.And thus,the roadmap to improve China`s enterprises` overseas merger and acquisition policy system is formed. |
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